Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
MILLER MARY J
  2. Issuer Name and Ticker or Trading Symbol
PRICE T ROWE GROUP INC [TROW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Vice President
(Last)
(First)
(Middle)
100 E. PRATT STREET
3. Date of Earliest Transaction (Month/Day/Year)
03/17/2005
(Street)

BALTIMORE, MD 21202
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/31/2005   A V 270.282 A $ 0 (1) 351,089.104 D  
Common Stock 03/17/2005   M   7,600 A $ 13.0625 358,689.104 D  
Common Stock 03/17/2005   M   16,000 A $ 13.0625 374,689.104 D  
Common Stock 03/17/2005   F   3,409 D $ 61.3 371,280.104 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to buy) $ 13.0625 03/17/2005   M     16,000 11/01/1996(2) 11/01/2005 Common Stock 16,000 $ 0 64,000 D  
Stock Options (Right to buy) $ 13.0625 03/17/2005   M     7,600 11/01/1996(2) 11/01/2005 Common Stock 7,600 $ 0 56,400 D  
Stock Options (Right to buy) $ 61.3 03/17/2005   A   3,409   03/17/2005(3) 11/01/2005 Common Stock 3,409 $ 0 3,409 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MILLER MARY J
100 E. PRATT STREET
BALTIMORE, MD 21202
      Vice President  

Signatures

 MARY J MILLER   06/14/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(2) 11/01/1995 Grant - The option vests 20% annually over a 5 year period beginning on 11/01/1996.
(1) ESPP - Shares acquired on 01/31/2005, 02/28/2005, 03/31/2005, 04/08/2005, 04/29/2005 and 05/31/2005 pursuant to the T. Rowe Price Group, Inc. Employee Stock Purchase Plan. Shares were purchased at $59.6448, $60.9786, $59.2619, $58.8129, $54.8854 and $59.4033 per share, respectively.
(3) 3/17/2005 Replenishment Grant - Option vest 100% immediately.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.