Royce Value Trust (RVT) N-CSRS Certified semi-annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-04875

Name of Registrant: Royce Value Trust, Inc.

Address of Registrant: 745 Fifth Avenue

New York, NY 10151

Name and address of agent for service:      John E. Denneen, Esquire

 745 Fifth Avenue

 New York, NY 10151

Registrant's telephone number, including area code: (212) 508-4500

Date of fiscal year end: December 31

Date of reporting period: January 1, 2011 – June 30, 2011

Item 1.  Reports to Shareholders.

Royce Value Trust Royce Micro-Cap Trust Royce Focus Trust	SEMIANNUAL
	REVIEW AND REPORT
	TO STOCKHOLDERS

A Few Words on Closed-End Funds

Royce & Associates, LLC manages three closed-end funds: Royce Value Trust, the first small-cap value closed-end fund offering; Royce Micro-Cap Trust, the only micro-cap closed-end fund; and Royce Focus Trust, a closed-end fund that invests in a limited number of primarily small-cap companies.

A closed-end fund is an investment company whose shares are listed and traded on a stock exchange. Like all investment companies, including open-end mutual funds, the assets of a closed-end fund are professionally managed in accordance with the investment objectives and policies approved by the Fund’s Board of Directors. A closed-end fund raises cash for investment by issuing a fixed number of shares through initial and other public offerings that may include shelf offerings and periodic rights offerings. Proceeds from the offerings are invested in an actively managed portfolio of securities. Investors wanting to buy or sell shares of a publicly traded closed-end fund after the offerings must do so on a stock exchange, as with any publicly traded stock. This is in contrast to open-end mutual funds, in which the fund sells and redeems its shares on a continuous basis.

A Closed-End Fund Offers Several Distinct Advantages Not Available From An Open-End Fund Structure

• Since a closed-end fund does not issue redeemable securities or offer its securities on a continuous basis, it does not need to liquidate securities or hold uninvested assets to meet investor demands for cash redemptions, as an open-end fund must.

• In a closed-end fund, not having to meet investor redemption requests or invest at inopportune times is ideal for value managers who attempt to buy stocks when prices are depressed and sell securities when prices are high.

• A closed-end fund may invest more freely in less liquid portfolio securities because it is not subject to potential stockholder redemption demands. This is particularly beneficial for Royce-managed closed-end funds, which invest in small- and micro-cap securities.

•	The fixed capital structure allows permanent leverage to be employed as a means to enhance capital appreciation potential.
•	Unlike Royce’s open-end funds, our closed-end funds are able to distribute capital gains on a quarterly basis. The Funds resumed the quarterly distribution policies for their common stock, at a 5% annual rate, in March 2011. Please see page 18-20 for more details.
We believe that the closed-end fund structure is very suitable for the long-term investor who understands the benefits of a stable pool of capital.

Why Dividend Reinvestment Is Important

A very important component of an investor’s total return comes from the reinvestment of distributions. By reinvesting distributions, our investors can maintain an undiluted investment in a Fund. To get a fair idea of the impact of reinvested distributions, please see the charts on pages 13, 15 and 17. For additional information on the Funds’ Distribution Reinvestment and Cash Purchase Options and the benefits for stockholders, please see page 20 or visit our website at www.roycefunds.com.

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Table of Contents
Semiannual Review
Performance Table	2
Letter to Our Stockholders	3
Postscript: Decisions, Decisions	9
Small-Cap Market Cycle Performance	10
2011: In Quotes	60
Semiannual Report to Stockholders	11

For more than 35 years, we have used a value approach to invest in small-cap securities. We focus primarily on the quality of a company’s balance sheet, its ability to generate free cash flow and other measures of profitability or sound financial condition. We then use these factors to assess the company’s current worth, basing the assessment on either what we believe a knowledgeable buyer might pay to acquire the entire company, or what we think the value of the company should be in the stock market.

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Performance Table

NAV Average Annual Total Returns Through June 30, 2011

	Royce			Royce			Royce			Russell
	Value Trust			Micro-Cap Trust			Focus Trust			2000 Index
Year-to-Date1		5.39	%		3.12	%		3.71	%		6.21	%
One-Year		41.59			34.62			37.02			37.41
Three-Year		6.92			6.23			2.89			7.77
Five-Year		4.33			3.18			6.03			4.08
10-Year		7.78			8.46			11.02			6.27
15-Year		10.60			10.34			n.a.			7.37
20-Year		11.70			n.a.			n.a.			9.82
Since Inception		11.06			11.05			11.42			–
Inception Date	11/26/86			12/14/93			11/1/962				–

¹  Not annualized

²  Date Royce & Associates, LLC assumed investment management responsibility for the Fund.

Important Performance and Risk Information
All performance information in this Review and Report reflects past performance, is presented on a total return basis and reflects the reinvestment of distributions. Past performance is no guarantee of future results. Investment return and principal value of an investment will fluctuate, so that shares may be worth more or less than their original cost when sold. Current performance may be higher or lower than performance quoted. Current month-end performance may be obtained at www.roycefunds.com. Investments in securities of micro-cap, small-cap and/or mid-cap companies may involve considerably more risk than investments in securities of larger-cap companies.

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Letter to Our Stockholders

Déjà vu All Over Again?

Some have suggested that the first half of 2011 looked uncannily like that of 2010. We admit that there are some striking similarities. As 2010 began, the stock market briefly stumbled out of the gate before regaining its feet, and the highly charged rally that began early in March of 2009 resumed its brisk pace. However, the month of April brought a more serious correction that lingered into early July, precipitated by fears of sovereign debt crises in Europe, anxiety over the U.S. and Chinese economies and an environmental disaster. In 2011, a sluggish January quickly yielded to an extension of the dynamic market that had characterized 2010 as a whole. This segment of the bull run then quickly reversed direction in April—truly the cruelest month for equity investors over the last two years—as renewed concerns over European fiscal solvency, another round of hand-wringing over the rate of growth in the U.S. and China, and a series of catastrophic events in Japan combined to rouse the bear.
     However superficially close, the parallels between the first halves of 2010 and 2011 were never quite as neat as some observers suggested. Any resemblance began to break down decisively in the middle of June, when the market shook off its doldrums with a rally that lasted through most of July. Unlike the first six months of 2010, the market bore

We still believe that stocks can generate positive returns over the next two or three years, though we are not anticipating a rally in the second half of 2011 like the very dynamic run that ushered out 2010.

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Charles M. Royce, President

We have spent a lot of time talking
about dividends lately, but they
have been important to us as an
investment theme since Chuck Royce
assumed full investment control of
Royce Pennsylvania Mutual Fund in
November 1972. However, our work
with dividend-paying small-cap stocks
became particularly focused in 1979,
when we agreed to create a portfolio
for an institutional client who
informed us at the last minute that
every stock in the portfolio had to pay
a dividend. That experience eventually
led us to introduce Royce Total
Return Fund in 1993, Royce Dividend
Value Fund in 2004 and Royce Global
Dividend Value Fund in 2011, all of
which seek both long-term growth and
current income.

Our long history of finding what we
think are undervalued, fundamentally
strong dividend payers in the small-cap
world makes us a bit bemused as to why
so many other investors ignore small-
cap dividend-paying companies; they
simply do not associate the small-cap
asset class with dividends. However, we
have long maintained that dividends can
be an integral part of a successful long-
term investment strategy in the small-
cap asset class. Our experience suggests
that including dividend-paying smaller
companies in an equity portfolio

Letter to Our Stockholders

only slightly ill effects by the end of 2011’s first half, despite the relentless flow of negative news and pervasive feeling of economic anxiety that have distinguished both years. The stock market’s greater resilience thus far through 2011 can be seen by measuring each year’s respective spring-summer downturn. June 2010 ended in the midst of a correction that would ultimately drop small-cap stock prices by more than 20% by early July, while 2011’s first down period, which lasted from the interim small-cap high on April 29 to the next small-cap low on June 13, saw the small-cap Russell 2000 Index lose less than half that amount.
     All of this makes the question of what may happen next perplexing. What bemuses us as we look back on both periods is that the first half of 2011 was arguably, if not worse, then at least more uncertain, in terms of headline-making developments. For example, in addition to those events already mentioned, we have been through a series of natural disasters here in the States, brinkmanship in Washington over raising the debt ceiling, and ongoing debates about how to deal with deficits and jobs, the latter two made worse because the beckoning election year has been encouraging even larger doses of partisanship than usual. So while the correction was not at all surprising—bull market interruptions have been very common historically—we are concerned about what looks like an almost casual shrugging off of significant events by large numbers of investors, some of whom are likely the same people who sold at the first sign of trouble. On the one hand, then, our contrarian perspective makes us skeptical of the rally that closed out the first half. On the other hand, our long-term view of both the equity market and the economy remains reasonably bright. We still believe that stocks can generate positive returns over the next two or three years, though we are not anticipating a rally in the second half of 2011 like the very dynamic run that ushered out 2010. In all, we remain modestly bullish and cautiously optimistic about the years ahead.

Seen It All Before
Year-to-date results for the major stock indexes were positive, though they were muted by the second quarter’s higher volatility. From our perspective, the most notable development in the first half of 2011 was seeing small-cap’s seemingly unassailable market leadership contested. For the year-to-date period ended June 30, 2011, the small-cap Russell 2000 Index gained 6.2%, while the large-cap S&P 500 Index was up 6.0%, the Russell 1000 Index climbed 6.4%, and the more tech-oriented Nasdaq Composite returned 4.6%. These results were the combined effect of the year’s very different quarters. The first, while

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it saw numerous shifts in market leadership, was a pleasant, placid bull period compared to what followed. Small-cap companies edged out their larger counterparts between January and March, with the Russell 2000 up 7.9% compared to respective gains of 5.9% and 6.2% for the large-cap S&P 500 and Russell 1000, and 4.8% for the Nasdaq.	It should be kept in mind that growth in both the stock market and the economy seldom takes place in uninterrupted straight lines or in lock stepped tandem. The recent pauses in both are very much in the range of what we consider normal.
The second quarter, while offering a distinctly mixed bag for equities, saw small-caps cede leadership to their large-cap siblings. The Russell 2000 fell 1.6% in the second quarter versus a slender gain of 0.1% for both the S&P 500 and Russell 1000, and a loss of 0.3% for the Nasdaq Composite. One-year returns remained very strong for all four domestic indexes, and were led by small-caps. The Russell 2000 climbed 37.4%, the S&P 500 rose 30.7%, the Russell 1000 was up 31.9%, and the Nasdaq Composite gained 31.5%. Small-caps also led over longer-term periods, as the Russell 2000 outperformed each of its large-cap counterparts, the S&P 500 and Russell 1000, for the trailing three-, five-, 10-, 15- and 20-year periods ended June 30, 2011.
Year-to-date results for non-U.S. equity indexes were somewhat in line with their domestic cousins, with the Russell Global ex-U.S. Small Cap Index finishing further behind its large-cap counterpart, the Russell Global ex-U.S. Large Cap Index, up 0.8% versus a gain of 4.1%. The lower year-to-date results relative to U.S. indexes were attributable to significantly lower first-quarter returns, with the Russell Global ex-U.S. Large Cap gaining 3.6%, while its non-U.S. small-cap equivalent gained 1.0%. While non-U.S. indexes generally enjoyed slightly better performance than the domestic indexes in the second quarter, it was not enough to overcome the first quarter’s relative disadvantage. For the second quarter, the Russell Global ex-U.S. Large Cap was up 0.4%, while the Russell Global ex-U.S. Small Cap declined 0.2%.
Arguably the market’s unsung heroes, domestic mid-cap stocks, as measured by the Russell Midcap Index, outpaced their small-cap and large-cap equivalents for the year-to-date period ended June 30, 2011, up 8.1%. Micro-caps, as measured by the Russell Microcap Index, were the worst performers along the market cap spectrum, up 3.1% for the six months ended June 30, 2011. Within small-cap, value, as measured by the Russell 2000 Value Index, fell behind growth, as measured by the Russell 2000 Growth Index for the year-to-date period (+3.8% versus +8.6%). In addition, small-cap growth led its value sibling in the trailing one-, three- and five-year periods, while trailing 10-, 15-, 20-, and 25-year returns belonged to small-cap value.

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potentially offers both an effective
cushion against market volatility
and a strong component of an
investment’s total return, especially
during lower-return periods.

We also believe that a company’s
practice of paying dividends is an
excellent measure of its underlying
quality and an intelligent form of
corporate governance. From our
perspective within the small-cap
world, where the words “dividend”
and “quality” are often considered
synonymous, adopting a dividend-
paying investment strategy could be a
key to long-term outperformance.
We believe that this is more than
usually relevant today, as we believe a
shift to higher quality companies may
be at hand.

Understanding a company’s capital
allocation decisions is a critical
element in our investment process.
This is especially important in a
market when corporate balance sheets
are generally in excellent condition
and, in many cases, flush with cash.
Dividends are by nature the byproduct
of healthy free cash flow generation.
Of the more than 4,140 domestic
small-cap companies (those with
market capitalizations up to $2.5
billion), 1,181 were dividend payers
as of the end of the first half of
2011; of these dividend-paying
companies, 757 had a dividend yield
of at least 2%.

Not surprisingly, the number of
dividend-paying companies located
outside of the United States is
even larger. In many foreign public

Letter to Our Stockholders

  2011 YEAR-TO-DATE NAV TOTAL RETURNS FOR THE ROYCE FUNDS VS. RUSSELL 2000 as of 6/30/11

Seeing Things
While these mood swings were the top story in equities during the first half, the return of volatility was not a development that struck us as unusual, especially considering that the market had previously been on a very dynamic run from the interim small-cap low on July 6, 2010. Some retreat from its recent highs was therefore to be expected at some point. The correction has so far been fairly modest and mostly painless, particularly in the wider context of the bull market that began following the bottom on March 9, 2009. Our thought is that, for all the surface similarities to last year’s first half, there are cyclical forces at work that are as much a factor as investors’ unease with the U.S. or global economies. It is also worth remembering that, though growth has decelerated, the economy is still growing. In addition, it should be kept in mind that growth in both the stock market and the economy seldom takes place in uninterrupted straight lines or in lock-stepped tandem. The recent pauses in both are very much in the range of what we consider normal.
     In addition, as contrarian, bargain-hunting value investors, we see opportunity when the markets correct. Our discipline entails thinking about the present and about the years ahead when positioning our portfolios. So while we never look forward to corrections, we accept them as a fact of investment life, and then some. We see downturns as vital opportunities to re-evaluate and re-stock our portfolios. Even a brief reversal in the market can create ample chances to find what we see as well-managed, financially strong businesses with attractively low share prices.

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     The most recent downturn offers a typical example. Between the 2011 high on April 29 and the most recent small-cap low on June 13, the Russell 2000 Index fell 10.1%. During this span, 50% of the companies in the Russell 2000 were down more than 10%; 18% (360 companies) of the Index’s constituents were off more than 20%; and 5% (100 stocks) declined by more than 30%. Not all of these companies were worth buying. It usually takes at least a 30% discount to our estimate of a company’s worth for us to consider a purchase. However, even brief and not particularly dramatic downturns create chances for us to find what we think are great companies trading at alluringly reduced prices.

Sights Unseen
The issues of unemployment and housing continue to dominate the headlines, though we still maintain that there is far more good news about the economy on a company by company basis. In fact, from the standpoint of balance sheets, cash flows, revenues and profits, corporations have seldom been in better shape. However, as long as unemployment remains high and housing continues to correct, the focus will remain on those two. The latter is, we think, less of a problem. Real estate cycles tend to unwind very slowly, and this one shows no signs of being any different. It may actually take years because the run-up in housing prices was so extreme. Any expectation that a correction would be quick was entirely misplaced. Unemployment is a more significant issue, and we have no good answer as to why the much-discussed and hoped-for pick-up in employment has not yet materialized. Certainly any increase in jobs would be a huge benefit to the economy and society as a whole. Yet companies seem much more focused on continuing to improve revenues and profits than they are on hiring, at least here in the U.S., something that we do not necessarily see changing in the intermediate future.
     So the economy is by no means out of the woods yet. This observation can be balanced, however, by our contention that it is closer to recovery than it has been since the recession began in 2007. Clearly, it has been a long, unhappy ride for many. And there have been numerous instances in history when the market was either ahead of the economy or, as we think is currently the case, when headlines are fixated on bad news while many individual companies have been doing well. Ultimately, we are throwing our lot in with companies, and the message that we have been receiving lately in our meetings with management is far more optimistic than what we see in the headlines.

As contrarian, bargain-hunting value investors, we see opportunity when the markets correct. Our discipline entails thinking about the present and about the years ahead when positioning our portfolios.

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markets, there is typically both a
stronger embrace of dividends by
shareholders and a higher incidence
of founding-family owners who
want dividends for income. Yields in
many foreign markets are also quite
generous, particularly for smaller
companies. Many high-quality small
companies earn more than they
need in terms of reinvestment in
the business. This excess profit, or
free cash flow, is a vital qualitative
component that we look for in
companies regardless of location,
along with a strong balance sheet and
an established record of earnings.

Despite an abundance of small-cap
companies that pay dividends, very
few fund managers focus on dividends
within the small-cap universe. Most
focus on capital appreciation instead
of total return, while in the large-cap
universe, total return or equity income
approaches are far more common.

This fact is further borne out by
Morningstar data. Of the 548 small-
cap objective funds identified by
Morningstar as of June 30, 2011, only
four funds have dividend, income or
total return in their respective names
(two of which are Royce Funds). Yet
dividends in the small-cap universe
perform the same role that they do in
the large-cap area—they may tend
to reduce a stock price’s downside
volatility and allow an investor to
start the year with a positive return
as a result of the dividend. To our
way of thinking, that’s an irresistible
combination for risk-conscious value
investors like ourselves.

Letter to Our Stockholders
Still, we would not be surprised if the coming months brought another downturn. We did not become too excited by the rally that closed out June, which, though welcome, did little to convince us that the downturn was over. While we continue to believe that stocks can generate positive returns over the next two or three years, we are not anticipating a rally in the second half of 2011 such as the one we had in the final six months of 2010. As stated, our bullishness and optimism are real, but low key. We believe that the fortunes of quality companies in all asset classes will resemble the growth in the economy—slow and steady, not very dramatic, but in retrospect more than satisfying. Sincerely,
Charles M. Royce President	W. Whitney George Vice President	Jack E. Fockler, Jr. Vice President
July 31, 2011

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Decisions, Decisions

“Not to decide is to decide.” – Theologian Harvey Cox

Washington DC has mostly been in a state of gridlock since the mid-term elections of 2010. While there has been no deficit in the number of potential solutions, policy prescriptions and bold new ideas—each one sure to both jump start the slow-growing economy and to keep it rolling along at a steady pace in the years to come—this proliferation of ideas has produced few actual decisions.      If nothing else, the current political stalemate makes us grateful to be in a line of work in which indecision is simply not an option. Each day our talented		market cap scale that are eager to move up or from larger players looking to consolidate their market share of a business.      So before we even look at a company’s fundamentals, there are risk factors that come into play. Indeed, one reason why we focus our attention on companies with strong balance sheets, high returns on invested capital, the ability to generate free cash flow, capable management and other factors that indicate financial stability is that these traits have historically acted as a bulwark against the forces
investment staff must make decisions that not only concern individual companies, but industries and sectors as well. There is an ever-present need to make choices about how to best position the portfolios for long-term capital appreciation.      Many of the most critical decisions revolve around risk and volatility. In our own area of the equity universe, there is ample risk even for the seemingly best-managed companies in robust industries that boast enviable financial strength. We have seldom purchased shares of a business for which one of our portfolio managers could not act as a legitimate devil’s advocate.	One reason why we focus our attention on companies with strong balance sheets, high returns on invested capital, the ability to generate free cash flow, capable management and other factors that indicate financial stability is that these traits have historically acted as a bulwark against the forces that can render small-cap stocks so vulnerable. Finding companies with these characteristics does not eliminate the risks mentioned above, but it is one of the primary methods that we use to manage volatility in our portfolios.		that can render small-cap stocks so vulnerable. Finding companies with these characteristics does not eliminate the risks mentioned above, but it is one of the primary methods that we use to manage volatility in our portfolios.      Our decision-making follows a simple logic: the stronger the company, the more likely it will be to survive adversity, whether in its own industry or in the economy as a whole. This theory received its best test during the darkest days of the last correction. Between the fall of 2008 and late winter of 2009, most of our portfolio holdings were battered by the near-meltdown of the global financial system, but many held on to enjoy both revived business and resurgent stock prices.
Playing such a role, in fact, is a common step in our stock evaluation process. We think about risk all the time, about the possibility of what we refer to as ‘permanent capital impairment.’ It’s an important consideration when investing in small-cap stocks. In general, smaller companies are more fragile than their large-cap counterparts. They are more likely to be reliant on a single customer, usually involved in a single line of business and as such may be subject to a potentially fatal level of competition from insurgents beneath them on the		Our business is obviously quite different from the process of legislating or policymaking. To state two of the most obvious reasons, our decisions are not nearly as momentous and their implementation is far less contentious. However, with all due respect to Harvey Cox, in our business, not deciding is never an option—there is really no such thing as not deciding when managing assets. Which suits us just fine.

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Small-Cap Market Cycle Performance

We believe strongly in the idea that a long-term investment perspective is crucial for determining the success of a particular investment approach. Flourishing in an up market is wonderful. Surviving a bear market by losing less (or not at all) is at least as good. However, the true test of a portfolio’s mettle is performance over full market cycle periods, which include both up and down market periods. We believe that providing full market cycle results is more appropriate even than showing three- to five-year standardized returns because the latter periods may not include the up and down phases that constitute a full market cycle.

Since the Russell 2000 Index’s inception on 12/31/78, value—as measured by the Russell 2000 Value Index—outperformed growth—as measured by the Russell 2000 Growth Index—in six of the small-cap index’s eight full market cycles. The most recently concluded cycle, which ran from 3/9/00 through 7/13/07, was the longest in the index’s history, and represented what we believe was a return to more historically typical performance in that value provided a significant advantage during its downturn (3/9/00 – 10/9/02) and for the full cycle. In contrast, the new market cycle that began on 7/13/07 has so far favored growth over value, an unsurprising development when one considers how thoroughly value dominated growth in the previous full cycle.

Peak-to-Peak (3/9/00–7/13/07)

For the full cycle, value provided a sizable margin over growth, which finished the period with a loss. Each of our closed-end funds held a large performance advantage over the Russell 2000 on both an NAV (net asset value) and market price basis. On an NAV basis, Royce Focus Trust (+264.2%) was our best performer by a wide margin, followed by Royce Micro-Cap Trust (+175.9%) and Royce Value Trust (+161.3%). The latter two funds in particular benefited from their use of leverage during this, as well as in subsequent, bullish periods.

Peak-to-Current (7/13/07–6/30/11)

During the difficult, volatile decline that ended 3/9/09, both value and growth posted similarly negative returns. Events in the financial markets immediately preceding the end of 2008’s third quarter caused the Russell 2000 to decline significantly. After a brief rally at the end of 2008, the index continued to

SMALL-CAP MARKET CYCLE: RUSSELL 2000 INDEXES TOTAL RETURNS
ROYCE FUNDS NAV TOTAL RETURNS VS. RUSSELL 2000 INDEX:
MARKET CYCLE RESULTS
	Peak-to-			Peak-to-			Trough-to-			Peak-to-
	Peak			Trough			Current			Current
	3/9/00-			7/13/07-			3/9/09-			7/13/07-
	7/13/07			3/9/09			6/30/11			6/30/11
Russell 2000		54.8	%		-58.9	%		148.5	%		2.2	%
Russell 2000 Value		189.4			-61.1			143.0			-5.5
Russell 2000 Growth		-14.8			-56.8			153.7			9.7
Royce Value Trust		161.3			-65.6			191.6			0.4
Royce Micro-Cap Trust		175.9			-66.3			183.5			-4.6
Royce Focus Trust		264.2			-58.3			147.1			3.1
fall, though it has since recovered significantly, gaining 148.5% from 3/9/09 through 6/30/11. Royce Focus Trust outperformed the index during the decline, while Royce Value Trust and Royce Micro-Cap Trust trailed. This pattern was reversed in the bullish phase from the bottom on 3/9/09 through 6/30/11. Royce Value Trust and Royce Micro-Cap Trust substantially outperformed the Russell 2000 in this period, while Royce Focus Trust narrowly trailed the benchmark.

Past performance is no guarantee of future results. See page 2 for important performance information for all of the above funds.

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Table of Contents
Semiannual Report to Stockholders
Managers’ Discussions of Fund Performance
Royce Value Trust	12
Royce Micro-Cap Trust	14
Royce Focus Trust	16
History Since Inception	18
Distribution Reinvestment and Cash Purchase Options	20
Schedules of Investments and Other Financial Statements
Royce Value Trust	21
Royce Micro-Cap Trust	35
Royce Focus Trust	47
Directors and Officers	56
Notes to Performance and Other Important Information	57
Board Approval of Investment Advisory Agreements	58

The Royce Funds 2011 Semiannual Report to Stockholders  |  11

AVERAGE ANNUAL NAV TOTAL RETURNS
Through 6/30/11
Jan-June 20111				5.39	%
One-Year				41.59
Three-Year				6.92
Five-Year				4.33
10-Year				7.78
15-Year				10.60
20-Year				11.70
Since Inception (11/26/86)				11.06
1Not annualized
CALENDAR YEAR NAV TOTAL RETURNS
Year	RVT		Year	RVT
2010	30.3	%	2000	16.6	%
2009	44.6		1999	11.7
2008	-45.6		1998	3.3
2007	5.0		1997	27.5
2006	19.5		1996	15.5
2005	8.4		1995	21.6
2004	21.4		1994	0.1
2003	40.8		1993	17.3
2002	-15.6		1992	19.3
2001	15.2		1991	38.4
TOP 10 POSITIONS % of Net Assets Applicable to Common Stockholders
Coherent				1.1	%
Oil States International				1.1
Sapient Corporation				1.0
HEICO Corporation				1.0
Nordson Corporation				1.0
Rofin-Sinar Technologies				0.9
Alleghany Corporation				0.8
Newport Corporation				0.8
Ritchie Bros. Auctioneers				0.8
Reliance Steel & Aluminum				0.8
PORTFOLIO SECTOR BREAKDOWN
% of Net Assets Applicable to Common Stockholders
Industrials				26.3	%
Information Technology				20.3
Financials				19.8
Consumer Discretionary				11.7
Materials				10.2
Health Care				7.8
Energy				6.7
Consumer Staples				2.2
Diversified Investment Companies				0.4
Miscellaneous				3.8
Bond and Preferred Stocks				0.1
Cash and Cash Equivalents				9.8

Royce Value Trust
Manager’s Discussion Economic data for the first half of 2011 was uneven, with global growth being affected by stubbornly high commodity prices, including a spike in oil following civil unrest in major oil producing areas and the toll of natural disasters such as the floods in New Zealand and tsunami in Japan. Corporate earnings continued to be a bright spot as companies effectively managed costs while experiencing solid revenue growth, boosting margins. Royce Value Trust (RVT), with its broadly diversified portfolio of small- and micro-cap stocks, performed reasonably well in 2011’s volatile first half. Over the period, RVT gained 5.4% on an NAV basis, and 5.3% based on the market price of its shares, trailing its unleveraged small-cap benchmarks, the Russell 2000 Index, which added 6.2%, and the S&P SmallCap 600 Index, which rose 7.5%.      The Fund’s relative performance in each of the first two quarters of 2011 was largely in line with its benchmarks as well. During the bullish first quarter, which garnered strength from continued solid corporate earnings reports, the Fund rose 8.2% and 7.1% on an NAV and market price basis, respectively, while the Russell 2000 gained 7.9%, and the S&P SmallCap 600 advanced 7.7%. During the volatile second quarter, when small-cap stock prices suffered a 10% correction following renewed concerns over Greek sovereign finances, only to be followed by a sharp rally as European policy makers sought to control the contagion, RVT generated an NAV decline of 2.6% and a market price loss of 1.8% compared to the Russell 2000’s drop of 1.6%, and the S&P SmallCap 600’s decline of 0.2%.
Now more than two years removed from the market lows on March 9, 2009, there has been substantial progress in the healing of financial markets and the investor confidence that ultimately supports them. While risk managers first and foremost, we were quite pleased that RVT was able to maintain its impressive lead over its benchmarks in this volatile but bullish period. While not without periodic setbacks, RVT performed admirably, outpacing both of its benchmarks from the small-cap low on March 9, 2009 through June 30, 2011, with gains of 191.6% (NAV) and 210.5% (market price) compared to the Russell 2000 and the S&P 600, which advanced 148.6% and 151.4%, respectively. On an NAV basis, the Fund beat both its benchmarks for the one-year, 15-year, 20-year and since inception (11/26/86) periods ended June 30, 2011 and also added an advantage over the Russell 2000 for the five-year and 10-year periods. RVT’s NAV average annual total return since inception was 11.1%.
	GOOD IDEAS THAT WORKED
	Top Contributors to Performance    Year-to-Date through 6/30/111
	CARBO Ceramics	0.24	%
	Oil States International	0.23
	SRA International Cl. A	0.22
	HEICO Corporation	0.22
	Coherent	0.21
	1 Includes dividends
Investors seemed to grow more comfortable focusing on company specific fundamentals as opposed to the constant barrage of macroeconomic risks that had so consumed them in the period following the financial crisis. This trend was evident in the Fund’s sector results. Six of the Fund’s 11 equity sectors contributed positively to returns in the first half, two detracted from returns, and the remaining three were essentially flat. Industrials and Information Technology
Important Performance and Risk Information All performance information reflects past performance, is presented on a total return basis and reflects the reinvestment of distributions. Past performance is no guarantee of future results. Current performance may be higher or lower than performance quoted. Returns as of the most recent month-end may be obtained at www.roycefunds.com. The market price of the Fund’s shares will fluctuate, so that shares may be worth more or less than their original cost when sold. The Fund invests primarily in securities of small- and micro-cap companies, which may involve considerably more risk than investing in a more diversified portfolio of larger-cap companies. Regarding the two “Good Ideas” tables shown above, the sum of all contributors to, and all detractors from, performance for all securities in the portfolio would approximate the Fund’s year-to-date performance for 2011.

12  |  The Royce Funds 2011 Semiannual Report to Stockholders

Performance and Portfolio Review
were the top gainers followed by Energy and Health Care. Materials was the worst performer, joined by a modest loss in Consumer Staples. Performance in each demonstrated that even typically defensive areas of the market exhibited pockets of weakness. At the industry level, energy equipment & services, machinery, and electronic equipment, instruments & components, each from different sectors, contributed most. Metals & mining, automobiles, and diversified consumer services were the worst performing industries, as a sharp second-quarter drop in silver prices hurt mining companies, while a spike in oil prices dented an already bruised consumer.      CARBO Ceramics, a long-time Royce holding, was the best performer in the period. This leading producer and supplier of ceramic proppants used in horizontal shale drilling activity has benefited from extremely strong pricing in this supply constrained commodity critical to the success of shale wells. Oil States International was another top performer for the Fund. This leading provider of specialty products and services to oil and gas drilling and exploration companies, saw a jump in its shares as a rising tide of increasing oil prices and subsequent high levels of demand for each of the company’s four primary business units—accommodations, offshore products, tubular services and well site services—led to high earnings and cash flow growth.
				On the negative side, one notable loser was also one of our longstanding favorites, Patriot Transportation Holding. Hailing from the Industrial sector, its unique combination of transportation and real estate businesses reported lackluster earnings that were uninspiring to investors. However, with strong balance sheet, gradual improvement in its various lines of business and our view that the market substantially undervalues its assets, we continue to maintain our positive stance on the company. E-House China Holdings, a Shanghai-based real estate services operation with strong national brand recognition, was adversely affected by Chinese tightening on interest rates and more specific measures instituted by the Chinese government (and municipal governments) to discourage real estate speculation. Like many small-cap and micro-cap U.S. listed companies that are based in China or derive a large portion of their business from China, E-House China Holdings was also pressured due to the accounting irregularities at another U.S. listed Chinese firm during the period.
GOOD IDEAS AT THE TIME
Top Detractors from Performance    Year-to-Date through 6/30/111
Patriot Transportation Holding		-0.16	%
E-House China Holdings ADR		-0.13
Winnebago Industries		-0.11
Hawkins		-0.11
Hecla Mining		-0.10
1Net of dividends
MARKET PRICE PERFORMANCE HISTORY SINCE INCEPTION (11/26/86) through 6/30/11
1	Reflects the cumulative total return of an investment made by a stockholder who purchased one share at inception ($10.00 IPO), reinvested all annual distributions and fully participated in primary subscriptions of the Fund’s rights offerings.
2	Reflects the actual market price of one share as it traded on the NYSE.

FUND INFORMATION AND
PORTFOLIO DIAGNOSTICS
Average Market Capitalization1	$1,476 million
Weighted Average P/E Ratio2	16.3x
Weighted Average P/B Ratio	1.9x
U.S. Investments (% of Net Assets applicable to Common Stockholders)	81.3%
Non-U.S. Investments (% of Net Assets applicable to Common Stockholders)	28.0%
Fund Total Net Assets	$1,371 million
Net Leverage3	9%
Turnover Rate	12%
Number of Holdings	581
Symbol
Market Price	RVT
NAV	XRVTX
1 Geometrically calculated

 

² The Fund’s P/E ratio calculation excludes companies with zero or negative earnings (9% of portfolio holdings as of 6/30/11).

 

³ Net leverage is the percentage, in excess of 100%, of the total value of equity type investments, divided by net assets applicable to Common Stockholders.

                    CAPITAL STRUCTURE Publicly Traded Securities Outstanding at 6/30/11 at NAV or Liquidation Value  

67.0 million shares
of Common Stock

 $1,151 million   

5.90% Cumulative
Preferred Stock

 $220 million                  DOWN MARKET PERFORMANCE COMPARISON All Down Periods of 7.5% or Greater
Over the Last 7 Years, in Percentages(%)       

The Royce Funds 2011 Semiannual Report to Stockholders  |  13

AVERAGE ANNUAL NAV TOTAL RETURNS
Through 6/30/11
Jan-June 20111				3.12	%
One-Year				34.62
Three-Year				6.23
Five-Year				3.18
10-Year				8.46
15-Year				10.34
Since Inception (12/14/93)				11.05
1 Not annualized
CALENDAR YEAR NAV TOTAL RETURNS
Year	RMT		Year	RMT
2010	28.5	%	2001	23.4	%
2009	46.5		2000	10.9
2008	-45.5		1999	12.7
2007	0.6		1998	-4.1
2006	22.5		1997	27.1
2005	6.8		1996	16.6
2004	18.7		1995	22.9
2003	55.5		1994	5.0
2002	-13.8
TOP 10 POSITIONS % of Net Assets Applicable to Common Stockholders
Kennedy-Wilson Holdings				1.8	%
Sapient Corporation				1.7
Tennant Company				1.2
Seneca Foods				1.1
Epoch Holding Corporation				1.1
Richardson Electronics				1.1
Raven Industries				1.0
Drew Industries				1.0
America’s Car-Mart				1.0
HEICO Corporation				0.9
PORTFOLIO SECTOR BREAKDOWN
% of Net Assets Applicable to Common Stockholders
Industrials				25.9	%
Information Technology				18.8
Financials				16.9
Consumer Discretionary				12.6
Materials				8.9
Health Care				7.1
Energy				4.4
Consumer Staples				3.1
Telecommunication Services				0.5
Utilities				0.1
Miscellaneous				4.0
Preferred Stock				0.4
Cash and Cash Equivalents				16.2

Royce Micro-Cap Trust
Manager’s Discussion Following two stellar years for micro-cap stocks in 2009 and 2010, our mean reversion sensibilities anticipated some moderation in the pace of gains as we entered 2011. Interestingly, the first half of 2011 contained many of the same headlines—deteriorating European sovereign finances, Chinese inflation, developed markets’ currency debasement, U.S. economic slowdown—that had worried investors in 2010. Focused exclusively on the fortunes of individual companies, we continue to be pleased with the progress businesses are making in this less than ideal macroeconomic backdrop. While returns did moderate in the first half of 2011, earnings are growing at a healthy pace and the already strong financial position of many companies continues to build. Over the first six months of 2011, RMT gained 3.1% on an NAV (net asset value) basis, and 3.3% based on the market price of its shares, underperforming its unleveraged small-cap benchmark, the Russell 2000 Index, which advanced 6.2%, and performing in line with the Russell Microcap Index, which rose 3.1%, for the same period.
During the more bullish first quarter, RMT gained a respectable 6.5% on an NAV basis and 5.8% based on market price, compared to respective advances of 7.9% and 6.8% for the Russell 2000 and Russell Microcap Indexes. When stock prices turned volatile in the second quarter, the Fund lost 3.2% on an NAV basis and 2.4% on a market price basis. For the same period, the Russell 2000 fell 1.6%, and the Russell Microcap retrenched 3.5%. So though it gave up a bit of ground from the market low on March 9, 2009 through June 30, 2011, RMT maintained its impressive lead, up 183.5% (NAV) and 200.3% (market price) compared to the Russell 2000, which was up 148.6%, and the Russell Microcap, which rose 147.1%. On an NAV basis, the Fund outpaced the Russell Microcap Index for the one-, five- and 10-year periods ended June 30, 2011. (Returns for the Russell Microcap Index only go back to 2000.) On both an NAV and market price basis, RMT was ahead of the Russell 2000 for the 10-year, 15-year and since inception (12/14/93) periods ended June 30, 2011. RMT’s NAV average annual total return since inception was 11.1%.
	GOOD IDEAS THAT WORKED
	Top Contributors to Performance    Year-to-Date through 6/30/111
	Heritage-Crystal Clean	0.44	%
	Kennedy-Wilson Holdings	0.35
	Sapient Corporation	0.32
	Frequency Electronics	0.25
	Tejon Ranch	0.24
	1 Includes dividends
For the first half of 2011, eight of the Fund’s ten equity sectors made positive contributions to performance, with Information Technology and Industrials leading the way. Consumer Staples and Utilities were the only detractors in the period. At the industry level, electronic equipment, instruments & components was the top performer. Two industries from the Industrials sector, commercial services & supplies and machinery, came next, both benefiting from the continued renaissance in U.S. manufacturing that has long been a theme at Royce. Food products from within the Consumer Staples sector put a notable drag on performance, as higher commodity costs dug into margins in this typically defensive area of the market. Cyclical companies broadly were under pressure, especially in the second quarter, as risk aversion resurfaced following uneven economic data and increased headline anxieties.
Important Performance and Risk Information All performance information reflects past performance, is presented on a total return basis and reflects the reinvestment of distributions. Past performance is no guarantee of future results. Current performance may be higher or lower than performance quoted. Returns as of the most recent month-end may be obtained at www.roycefunds.com. The market price of the Fund’s shares will fluctuate, so that shares may be worth more or less than their original cost when sold. The Fund normally invests in micro-cap companies, which may involve considerably more risk than investing in a more diversified portfolio of larger-cap companies. Regarding the two “Good Ideas” tables shown above, the sum of all contributors to, and all detractors from, performance for all securities in the portfolio would approximate the Fund’s year-to-date performance for 2011.

14  |  The Royce Funds 2011 Semiannual Report to Stockholders

Performance and Portfolio Review
Correlation in the market continued to decline in the first half of 2011, which was a welcome reprieve from the highly correlated characteristics that defined much of the recovery period off the bear market lows in March 2009. This was a gratifying turn of events as our process is focused on the successes and failures of individual companies. Not surprisingly, we had some of each in the first half. On the positive side, Heritage-Crystal Clean, a leading provider of industrial and hazardous waste services, was RMT’s top gainer. Benefiting from continued positive trends in environmental services, broadly, the company also continued to expand its network of small- and mid-sized customers that generally have more limited resources to dedicate to waste remediation, and look to companies like Heritage-Crystal to fulfill this highly regulated area of their business. Kennedy-Wilson Holdings is a vertically integrated international real estate and investment services company that expanded its footprint to include Europe (along with existing business in the U.S. and Japan) through the acquisition of Bank of Ireland’s real estate investment management business. In the U.S., the company continued to source attractive deals through its extensive network of real estate partners.
				Patriot Transportation Holding detracted most from first-half returns. Hailing from the Industrials sector and possessed of a unique combination of transportation and real estate businesses, it reported lackluster earnings. A long-term holding in the portfolio, Patriot boasts a very strong balance sheet, is seeing gradual improvement in its various lines of business and continues to have what we believe are substantially undervalued assets. Another notable loser was Origin Agritech, a U.S. listed company headquartered in China that is engaged in the manufacture and distribution of hybrid and genetically modified crop seeds. The company reported earnings that missed analyst expectations mostly as a result of a drop in revenues due to changing planting schedules of farmers. R&D expenses were also higher than expected as the company continued to invest in developing their product portfolio. Its share price also suffered in the wake of accounting fraud revelations at another U.S. listed Chinese business. This development depressed the stocks of many U.S. listed Chinese companies in June, even those with no relation to the original firm.
GOOD IDEAS AT THE TIME
Top Detractors from Performance    Year-to-Date through 6/30/111
Patriot Transportation Holding		-0.28	%
Origin Agritech		-0.26
Fushi Copperweld		-0.19
Rentrak Corporation		-0.18
Flexsteel Industries		-0.17
1 Net of dividends
MARKET PRICE PERFORMANCE HISTORY SINCE INCEPTION (12/14/93) through 6/30/11
1	Reflects the cumulative total return of an investment made by a stockholder who purchased one share at inception ($7.50 IPO), reinvested distributions and fully participated in the primary subscription of the 1994 rights offering.
2	Reflects the actual market price of one share as it traded on the NYSE and, prior to 12/1/03, on Nasdaq.

FUND INFORMATION AND
PORTFOLIO DIAGNOSTICS
Average Market Capitalization1	$341 million
Weighted Average P/B Ratio	1.6x
U.S. Investments (% of Net Assets applicable to Common Stockholders)	86.0%
Non-U.S. Investments (% of Net Assets applicable to Common Stockholders)	16.7%
Fund Total Net Assets	$377 million
Net Leverage2	3%
Turnover Rate	13%
Number of Holdings	334
Symbol
Market Price	RMT
NAV	XOTCX
1 Geometrically calculated
2 Net leverage is the percentage, in excess of 100%, of the total value of equity type investments, divided by net assets applicable to Common Stockholders.
CAPITAL STRUCTURE
Publicly Traded Securities Outstanding at 6/30/11 at NAV or Liquidation Value
27.8 million shares of Common Stock	$317 million
6.00% Cumulative Preferred Stock	$60 million
DOWN MARKET PERFORMANCE COMPARISON
All Down Periods of 7.5% or Greater Over the Last 7 Years, in Percentages(%)

The Royce Funds 2011 Semiannual Report to Stockholders  |  15

AVERAGE ANNUAL NAV TOTAL RETURNS
Through 6/30/11
Jan-June 20111				3.71	%
One-Year				37.02
Three-Year				2.89
Five-Year				6.03
10-Year				11.02
Since Inception (11/1/96)2				11.42
1 Not annualized
2 Royce & Associates assumed investment management responsibility for the Fund on 11/1/96.
CALENDAR YEAR NAV TOTAL RETURNS
Year	FUND		Year	FUND
2010	21.8	%	2003	54.3	%
2009	54.0		2002	-12.5
2008	-42.7		2001	10.0
2007	12.2		2000	20.9
2006	16.3		1999	8.7
2005	13.3		1998	-6.8
2004	29.3		1997	20.5
TOP 10 POSITIONS % of Net Assets Applicable to Common Stockholders
Franklin Resources				3.3	%
Western Digital				3.3
Berkshire Hathaway Cl. B				3.3
Allied Nevada Gold				3.2
Analog Devices				3.1
GameStop Corporation Cl. A				2.9
Microsoft Corporation				2.9
Trican Well Service				2.9
Buckle (The)				2.9
Seabridge Gold				2.5
PORTFOLIO SECTOR BREAKDOWN
% of Net Assets Applicable to Common Stockholders
Materials				25.9	%
Financials				20.8
Information Technology				18.1
Energy				13.4
Industrials				9.0
Consumer Discretionary				7.5
Consumer Staples				5.6
Health Care				0.9
Cash and Cash Equivalents				12.9

Royce Focus Trust
Manager’s Discussion A highly volatile market, particularly for many hard asset and industrial stocks, made for a disappointing first half for Royce Focus Trust (FUND). The Fund was up 3.7% on an NAV (net asset value) basis and 5.5% on a market price basis for the year-to-date period ended June 30, 2011, in each case behind the 6.2% gain of its unleveraged small-cap benchmark, the Russell 2000 Index, for the same period. The Fund began the year on a high note, with very strong absolute and relative results in the first quarter. Between January and March, it rose 8.5% on an NAV basis and 11.7% on a market price basis, in both instances ahead of the benchmark, which climbed 7.9% in the first quarter.      The reversal arrived with the onset of higher volatility in late April. The Fund fell 10.9% on an NAV basis and 11.5% on a market price basis from the first half’s small-cap high on April 29 through its subsequent low on June 13, while the small-cap index declined 10.1%. Needless to say, we were hoping for a better result on both an absolute and relative basis. We were more discouraged by the portfolio’s failure to hold its value during the downdraft than we were in its relatively lackluster showing in the rally that closed out the first half. For the second quarter as a whole, FUND’s NAV return fell 4.4%, and its market price was off 5.6%, compared to a drop of 1.6% for the Russell 2000.
This pattern mostly held in recent market cycle periods. Measuring from the small-cap peak on July 13, 2007 through the end of 2011’s first half, FUND gained 3.2% on an NAV basis, while it fell 9.8% on a market price basis. The Russell 2000 was up 2.2% for the same period. From the small-cap bottom on March 9, 2009 through June 30, 2011, the Fund rose 147.1% on an NAV basis and 134.2% on a market price basis compared to a gain of 148.6% for the small-cap index. Finally, from the interim small-cap low on July 6, 2010 though the end of June 2011, FUND gained 40.0% on an NAV basis and 42.6% on a market price basis versus a 41.9% return for the benchmark.      On a market price basis, the Fund outperformed the Russell 2000 for the one-year, 10-year and since inception of our management (11/1/96) periods ended June 30, 2011. The Fund outpaced its benchmark on an NAV basis for the five-year, 10-year and since inception periods ended June 30, 2011. The Fund’s NAV average annual total return since the inception of our management was 11.4%.
	GOOD IDEAS THAT WORKED
	Top Contributors to Performance    Year-to-Date through 6/30/111
	Varian Semiconductor Equipment Associates	1.79	%
	Timberland Company (The) Cl. A	0.82
	Allied Nevada Gold	0.80
	Unit Corporation	0.64
	Helmerich & Payne	0.63
	1 Includes dividends
The Materials sector detracted most from first-half results, and within the sector the most substantial losses by far came from holdings in the metals & mining industry. Many of these stocks did very well in 2010, including the Fund’s largest detractor in 2011’s first half, Pan American Silver, a Canadian company with operating mines in Mexico, Argentina, Bolivia and Peru. Its stock was punished by both the sharp reversal in silver prices and the negative effect of the president-elect of Peru campaigning on threats to nationalize or highly tax the country’s
Important Performance and Risk Information All performance information reflects past performance, is presented on a total return basis and reflects the reinvestment of distributions. Past performance is no guarantee of future results. Current performance may be higher or lower than performance quoted. Returns as of the most recent month-end may be obtained at www.roycefunds.com. The market price of the Fund’s shares will fluctuate, so that shares may be worth more or less than their original cost when sold. The Fund normally invests primarily in small-cap companies, which may involve considerably more risk than investing in a more diversified portfolio of larger-cap companies. Regarding the two “Good Ideas” tables shown above, the sum of all contributors to, and all detractors from, performance for all securities in the portfolio would approximate the Fund’s year-to-date performance for 2011.

16  |  The Royce Funds 2011 Semiannual Report to Stockholders

Performance and Portfolio Review
mining industries, a position he considerably moderated once he was elected. We thought that the company was eminently capable of effectively managing its comparatively low Peruvian exposure and thus bought more shares in April. While the Arab Spring was a momentous event, unrest in Egypt had little effect on the gold mining business of Centamin Egypt. Its name alone, however, appeared to be enough to drive investors away. Seeing that operations at its primary mine in Egypt were continuing largely unaffected by political events, we added to our position in March.      Also in the Materials sector, Allied Nevada Gold reflected the volatility of both the stock market and precious metals prices, though it ended the first half as the Fund’s third-largest positive contributor. A stock that we have held since 2007, we were drawn to its pristine balance sheet and skill at moving from exploration to production in several gold mines. We rebuilt our position in FUND’s portfolio during 2010’s fourth quarter. The first half’s top performer came from the IT sector, Varian Semiconductor Equipment Associates. We were impressed by its strong balance sheet and impressive market leadership in the semiconductor capital equipment business. Like many small-cap businesses of late, it was subject to M&A (mergers & acquisitions) activity—its acquisition at a substantial premium was announced in May, when we sold our shares as its price rose.
				In June, the acquisition of The Timberland Company by a large apparel company was announced. We had long loved the strong brand and balance sheet of the New Hampshire-based footwear and apparel business. The stock traded very cheaply over the last few years as a result of reduced consumer demand, some earnings disappointments, rising leather costs and import tax issues that hampered its business in Europe, so we were very pleased to see it acquired at a sizable premium, which prompted us to begin selling our position in earnest in June. Unit Corporation, which we have owned in the portfolio since 2006, is a hybrid company in the oil and natural gas industry that offers services to other exploration and production firms and that conducts its own activities in those areas. Its share price was quite volatile in the first half, but ended June on a high note. We took some gains during the first half.
GOOD IDEAS AT THE TIME
Top Detractors from Performance    Year-to-Date through 6/30/111
Pan American Silver		-0.66	%
Centamin Egypt		-0.46
Patriot Transportation Holding		-0.44
Teradyne		-0.37
Schnitzer Steel Industries Cl. A		-0.36
1 Net of dividends
MARKET PRICE PERFORMANCE HISTORY SINCE INCEPTION (11/1/96)3 through 6/30/11
1	Reflects the cumulative total return experience of a continuous common stockholder who reinvested all distributions and fully participated in the primary subscription of the 2005 rights offering.
2	Reflects the actual market price of one share as it traded on Nasdaq.
3	Royce & Associates assumed investment management responsibility for the Fund on 11/1/96.

FUND INFORMATION AND
PORTFOLIO DIAGNOSTICS
Average Market Capitalization1	$4,107 million
Weighted Average P/E Ratio2	13.3x
Weighted Average P/B Ratio	2.0x
U.S. Investments (% of Net Assets applicable to Common Stockholders)	70.1%
Non-U.S. Investments (% of Net Assets applicable to Common Stockholders)	31.1%
Fund Total Net Assets	$202 million
Net Leverage3	1%
Turnover Rate	22%
Number of Holdings	57
Symbol
Market Price	FUND
NAV	XFUNX
1 Geometrically calculated
2 The Fund’s P/E ratio calculation excludes companies with zero or negative earnings (2% of portfolio holdings as of 6/30/11).
3 Net leverage is the percentage, in excess of 100%, of the total value of equity type investments, divided by net assets applicable to Common Stockholders.
CAPITAL STRUCTURE
Publicly Traded Securities Outstanding at 6/30/11 at NAV or Liquidation Value
20.1 million shares of Common Stock	$177 million
6.00% Cumulative Preferred Stock	$25 million
DOWN MARKET PERFORMANCE COMPARISON
All Down Periods of 7.5% or Greater Over the Last 7 Years, in Percentages(%)

The Royce Funds 2011 Semiannual Report to Stockholders  |  17

History Since Inception

The following table details the share accumulations by an initial investor in the Funds who reinvested all distributions and participated fully in primary subscriptions for each of the rights offerings. Full participation in distribution reinvestments and rights offerings can maximize the returns available to a long-term investor. This table should be read in conjunction with the Performance and Portfolio Reviews of the Funds.

History		Amount Invested		Purchase Price1		Shares		NAV Value2		Market Value2
Royce Value Trust
11/26/86	Initial Purchase	$	10,000	$	10.000		1,000	$	9,280	$	10,000
10/15/87	Distribution $0.30				7.000		42
12/31/87	Distribution $0.22				7.125		32		8,578		7,250
12/27/88	Distribution $0.51				8.625		63		10,529		9,238
9/22/89	Rights Offering		405		9.000		45
12/29/89	Distribution $0.52				9.125		67		12,942		11,866
9/24/90	Rights Offering		457		7.375		62
12/31/90	Distribution $0.32				8.000		52		11,713		11,074
9/23/91	Rights Offering		638		9.375		68
12/31/91	Distribution $0.61				10.625		82		17,919		15,697
9/25/92	Rights Offering		825		11.000		75
12/31/92	Distribution $0.90				12.500		114		21,999		20,874
9/27/93	Rights Offering		1,469		13.000		113
12/31/93	Distribution $1.15				13.000		160		26,603		25,428
10/28/94	Rights Offering		1,103		11.250		98
12/19/94	Distribution $1.05				11.375		191		27,939		24,905
11/3/95	Rights Offering		1,425		12.500		114
12/7/95	Distribution $1.29				12.125		253		35,676		31,243
12/6/96	Distribution $1.15				12.250		247		41,213		36,335
1997	Annual distribution total $1.21				15.374		230		52,556		46,814
1998	Annual distribution total $1.54				14.311		347		54,313		47,506
1999	Annual distribution total $1.37				12.616		391		60,653		50,239
2000	Annual distribution total $1.48				13.972		424		70,711		61,648
2001	Annual distribution total $1.49				15.072		437		81,478		73,994
2002	Annual distribution total $1.51				14.903		494		68,770		68,927
1/28/03	Rights Offering		5,600		10.770		520
2003	Annual distribution total $1.30				14.582		516		106,216		107,339
2004	Annual distribution total $1.55				17.604		568		128,955		139,094
2005	Annual distribution total $1.61				18.739		604		139,808		148,773
2006	Annual distribution total $1.78				19.696		693		167,063		179,945
2007	Annual distribution total $1.85				19.687		787		175,469		165,158
2008	Annual distribution total $1.72				12.307		1,294		95,415		85,435
3/11/09	Distribution $0.323				6.071		537		137,966		115,669
12/2/10	Distribution $0.03				13.850		23		179,730		156,203
2011	Year-to-date distribution total $0.37				14.492		276
6/30/11		$	21,922				11,019	$	189,417	$	164,403

1	The purchase price used for annual distribution totals is a weighted average of the distribution reinvestment prices for the year.
2	Other than for initial purchase, values are stated as of December 31 of the year indicated, after reinvestment of distributions.
3	Includes a return of capital.

18  |  The Royce Funds 2011 Semiannual Report to Stockholders

The following table details the share accumulations by an initial investor in the Funds who reinvested all distributions and participated fully in primary subscriptions for each of the rights offerings. Full participation in distribution reinvestments and rights offerings can maximize the returns available to a long-term investor. This table should be read in conjunction with the Performance and Portfolio Reviews of the Funds.

History		Amount Invested		Purchase Price1		Shares		NAV Value2		Market Value2
Royce Micro-Cap Trust
12/14/93	Initial Purchase	$	7,500	$	7.500		1,000	$	7,250	$	7,500
10/28/94	Rights Offering		1,400		7.000		200
12/19/94	Distribution $0.05				6.750		9		9,163		8,462
12/7/95	Distribution $0.36				7.500		58		11,264		10,136
12/6/96	Distribution $0.80				7.625		133		13,132		11,550
12/5/97	Distribution $1.00				10.000		140		16,694		15,593
12/7/98	Distribution $0.29				8.625		52		16,016		14,129
12/6/99	Distribution $0.27				8.781		49		18,051		14,769
12/6/00	Distribution $1.72				8.469		333		20,016		17,026
12/6/01	Distribution $0.57				9.880		114		24,701		21,924
2002	Annual distribution total $0.80				9.518		180		21,297		19,142
2003	Annual distribution total $0.92				10.004		217		33,125		31,311
2004	Annual distribution total $1.33				13.350		257		39,320		41,788
2005	Annual distribution total $1.85				13.848		383		41,969		45,500
2006	Annual distribution total $1.55				14.246		354		51,385		57,647
2007	Annual distribution total $1.35				13.584		357		51,709		45,802
2008	Annual distribution total $1.19				8.237		578		28,205		24,807
3/11/09	Distribution $0.223				4.260		228		41,314		34,212
12/2/10	Distribution $0.08				9.400		40		53,094		45,884
2011	Year-to-date distribution total $0.25				9.424		125
6/30/11		$	8,900				4,807	$	54,725		47,397
Royce Focus Trust
10/31/96	Initial Purchase	$	4,375	$	4.375		1,000	$	5,280	$	4,375
12/31/96									5,520		4,594
12/5/97	Distribution $0.53				5.250		101		6,650		5,574
12/31/98									6,199		5,367
12/6/99	Distribution $0.145				4.750		34		6,742		5,356
12/6/00	Distribution $0.34				5.563		69		8,151		6,848
12/6/01	Distribution $0.14				6.010		28		8,969		8,193
12/6/02	Distribution $0.09				5.640		19		7,844		6,956
12/8/03	Distribution $0.62				8.250		94		12,105		11,406
2004	Annual distribution total $1.74				9.325		259		15,639		16,794
5/6/05	Rights offering		2,669		8.340		320
2005	Annual distribution total $1.21				9.470		249		21,208		20,709
2006	Annual distribution total $1.57				9.860		357		24,668		27,020
2007	Annual distribution total $2.01				9.159		573		27,679		27,834
2008	Annual distribution total $0.47				6.535		228		15,856		15,323
3/11/09	Distribution $0.093				3.830		78		24,408		21,579
2011	Year-to-date distribution total $0.19				7.491		87
6/30/11		$	7,044				3,496	$	30,835	$	27,234

1	The purchase price used for annual distribution totals is a weighted average of the distribution reinvestment prices for the year.
2	Other than for initial purchase, values are stated as of December 31 of the year indicated, after reinvestment of distributions.
3	Includes a return of capital.

The Royce Funds 2011 Semiannual Report to Stockholders  |  19

Distribution Reinvestment and Cash Purchase Options

Have the Funds resumed their managed distribution policies for common stockholders?
The Funds resumed their quarterly distribution policy for Common Stockholders in March 2011, at the annual rate of 5%.

Why should I reinvest my distributions?
By reinvesting distributions, a stockholder can maintain an undiluted investment in the Fund. The regular reinvestment of distributions has a significant impact on stockholder returns. In contrast, the stockholder who takes distributions in cash is penalized when shares are issued below net asset value to other stockholders.

How does the reinvestment of distributions from the Royce closed-end funds work?
The Funds automatically issue shares in payment of distributions unless you indicate otherwise. The shares are generally issued at the lower of the market price or net asset value on the valuation date.

How does this apply to registered stockholders?
If your shares are registered directly with a Fund, your distributions are automatically reinvested unless you have otherwise instructed the Funds’ transfer agent, Computershare, in writing. A registered stockholder also has the option to receive the distribution in the form of a stock certificate or in cash if Computershare is properly notified.

What if my shares are held by a brokerage firm or a bank?
If your shares are held by a brokerage firm, bank, or other intermediary as the stockholder of record, you should contact your brokerage firm or bank to be certain that it is automatically reinvesting distributions on your behalf. If they are unable to reinvest distributions on your behalf, you should have your shares registered in your name in order to participate.

What other features are available for registered stockholders?
The Distribution Reinvestment and Cash Purchase Plans also allow registered stockholders to make optional cash purchases of shares of a Fund’s common stock directly through Computershare on a monthly basis, and to deposit certificates representing your Fund shares with Computershare for safekeeping. The Funds’ investment adviser is absorbing all commissions on optional cash purchases under the Plans through December 31, 2011.

How do the Plans work for registered stockholders?
Computershare maintains the accounts for registered stockholders in the Plans and sends written confirmation of all transactions in the account. Shares in the account of each participant will be held by Computershare in non-certificated form in the name of the participant, and each participant will be able to vote those shares at a stockholder meeting or by proxy. A participant may also send other stock certificates held by them to Computershare to be held in non-certificated form. There is no service fee charged to participants for reinvesting distributions. If a participant elects to sell shares from a Plan account, Computershare will deduct a $2.50 fee plus brokerage commissions from the sale transaction. If a nominee is the registered owner of your shares, the nominee will maintain the accounts on your behalf.

How can I get more information on the Plans?
You can call an Investor Services Representative at (800) 221-4268 or you can request a copy of the Plan for your Fund from Computershare. All correspondence (including notifications) should be directed to: [Name of Fund] Distribution Reinvestment and Cash Purchase Plan, c/o Computershare, PO Box 43010, Providence, RI 02940-3010, telephone (800) 426-5523.

20  |  The Royce Funds 2011 Semiannual Report to Stockholders

Royce Value Trust	June 30, 2011 (unaudited)
Schedule of Investments

	SHARES		VALUE
COMMON STOCKS – 109.2%
Consumer Discretionary – 11.7%
Auto Components - 0.6%
Autoliv		14,800	$	1,161,060
China XD Plastics 1,2		69,500		292,595
Gentex Corporation		50,000		1,511,500
Hirotako Holdings		286,000		187,720
Minth Group		1,136,000		1,843,476
Norstar Founders Group 2,3		524,000		24,578
SORL Auto Parts 1,2		81,592		367,164
Superior Industries International		40,000		884,400
Williams Controls		37,499		431,239
				6,703,732
Automobiles - 0.3%
Thor Industries		50,000		1,442,000
Winnebago Industries 1,2		222,500		2,149,350
				3,591,350
Distributors - 0.7%
LKQ Corporation 2		230,000		6,000,700
Weyco Group		97,992		2,410,603
				8,411,303
Diversified Consumer Services - 1.7%
Anhanguera Educacional Participacoes		80,000		1,702,880
Benesse Holdings		32,000		1,377,125
ChinaCast Education 2		181,400		939,652
Corinthian Colleges 1,2		59,500		253,470
ITT Educational Services 2		9,000		704,160
MegaStudy		24,200		3,257,305
Regis Corporation		233,800		3,581,816
Sotheby's		157,500		6,851,250
Universal Technical Institute		43,600		861,972
				19,529,630
Hotels, Restaurants & Leisure - 0.3%
Abu Dhabi National Hotels 3		130,000		88,837
Ajisen China Holdings		300,000		625,233
Benihana 2		3,300		34,386
CEC Entertainment		64,100		2,571,051
Fairwood Holdings		35,000		52,376
Kangwon Land		7,500		201,168
REXLot Holdings		4,176,800		403,948
				3,976,999
Household Durables - 1.9%
Allan International Holdings		350,000		138,532
Desarrolladora Homex ADR 2		14,100		355,743
Ekornes		55,000		1,243,751
Ethan Allen Interiors		345,800		7,362,082
Hanssem		49,100		617,943
Harman International Industries		22,950		1,045,831
Hunter Douglas		10,000		489,577
Mohawk Industries 2		128,200		7,690,718
NVR 2		500		362,740
Universal Electronics 2		10,000		252,600
Woongjin Coway		59,400		2,118,675
				21,678,192

	SHARES		VALUE
Consumer Discretionary (continued)
Internet & Catalog Retail - 0.4%
Manutan International		27,500	$	2,121,783
Takkt		130,000		2,101,807
				4,223,590
Leisure Equipment & Products - 0.5%
Beneteau		50,000		1,076,782
Sturm, Ruger & Co.		220,600		4,842,170
				5,918,952
Media - 0.8%
Global Sources 2		27,621		253,837
Lamar Advertising Cl. A 2		51,000		1,395,870
Morningstar		109,800		6,673,644
Pico Far East Holdings		6,785,000		1,404,232
				9,727,583
Multiline Retail - 0.1%
New World Department Store China		1,559,000		1,231,332
Specialty Retail - 1.7%
Aeropostale 1,2		48,700		852,250
Ascena Retail Group 2		68,280		2,324,934
CarMax 2		41,000		1,355,870
Charming Shoppes 2		475,900		1,979,744
Dickson Concepts (International)		711,600		557,025
Dover Saddlery 1,2		17,821		83,224
GameStop Corporation Cl. A 1,2		24,400		650,748
Genesco 2		8,100		422,010
Hengdeli Holdings		485,250		258,693
Jos. A. Bank Clothiers 2		31,000		1,550,310
Lewis Group		200,000		2,503,186
Luk Fook Holdings (International)		95,500		463,719
Stein Mart		167,800		1,617,592
Systemax 2		224,000		3,346,560
West Marine 2		131,100		1,359,507
				19,325,372
Textiles, Apparel & Luxury Goods - 2.7%
Anta Sports Products		323,200		579,207
Burberry Group		50,000		1,162,500
Carter's 2		236,000		7,259,360
†China Xiniya Fashion ADR 1,2		45,700		133,444
Columbia Sportswear		19,122		1,212,335
Daphne International Holdings		2,115,800		1,889,803
Grendene		250,000		1,441,707
J.G. Boswell Company 4		2,292		1,719,000
K-Swiss Cl. A 2		163,600		1,739,068
Lazare Kaplan International 2,4		95,437		129,794
Pacific Textiles Holdings		2,420,000		1,616,881
Stella International Holdings		806,800		2,046,133
Texwinca Holdings		401,000		477,006
Unifi 2		40,333		556,596
Van De Velde		15,000		852,341
Warnaco Group (The) 2		73,200		3,824,700
Wolverine World Wide		100,000		4,175,000
				30,814,875
Total (Cost $101,361,451)				135,132,910

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 21

Royce Value Trust

   Schedule of Investments

	SHARES		VALUE
Consumer Staples – 2.2%
Beverages - 0.1%
† Heckmann Corporation 1,2		50,000	$	302,000
MGP Ingredients		127,400		1,109,654
				1,411,654
Food & Staples Retailing - 0.4%
FamilyMart		125,900		4,627,815
Food Products - 1.7%
Alico		27,000		691,740
Asian Citrus Holdings		587,800		537,024
Binggrae		22,415		1,297,025
BW Plantation		875,100		121,507
Cal-Maine Foods		49,900		1,594,804
China Green (Holdings)		2,272,000		1,466,724
First Resources		1,506,700		1,705,134
Grupo Herdez		300,000		644,916
Hershey Creamery 4		709		1,240,750
Origin Agritech 1,2		76,800		305,664
Seneca Foods Cl. A 1,2		110,000		2,813,800
Seneca Foods Cl. B 2		13,251		330,745
Super Group		735,000		857,032
Tootsie Roll Industries		198,566		5,810,041
Westway Group 2		31,500		152,775
				19,569,681
Total (Cost $22,330,427)				25,609,150
Diversified Investment Companies – 0.4%
Closed-End Funds - 0.4%
Central Fund of Canada Cl. A		237,000		4,827,690
Total (Cost $2,076,233)				4,827,690
Energy – 6.7%
Energy Equipment & Services - 5.9%
Atwood Oceanics 2		15,300		675,189
Cal Dive International 2		456,250		2,728,375
Calfrac Well Services		45,000		1,482,347
CARBO Ceramics		44,700		7,283,865
Ensco ADR		37,600		2,004,080
Ensign Energy Services		225,100		4,462,556
Exterran Holdings 1,2		103,600		2,054,388
Helmerich & Payne		100,900		6,671,508
ION Geophysical 2		361,500		3,419,790
Lufkin Industries		62,000		5,335,100
Oil States International 2		158,500		12,665,735
Pason Systems		101,800		1,534,732
SEACOR Holdings		23,760		2,375,049
ShawCor Cl. A		104,500		3,209,384
SinoTech Energy ADR 1,2		119,000		492,660
TETRA Technologies 2		68,000		865,640
TGS-NOPEC Geophysical		80,000		2,243,683
Tidewater		36,000		1,937,160
Trican Well Service		99,900		2,347,176
Unit Corporation 2		43,000		2,619,990
Willbros Group 2		103,800		886,452
				67,294,859

	SHARES		VALUE
Energy (continued)
Oil, Gas & Consumable Fuels - 0.8%
Bill Barrett 2		50,000	$	2,317,500
Cimarex Energy		50,000		4,496,000
†Continental Resources 1,2		4,600		298,586
HRT Participacoes em Petroleo 2		200		179,412
Resolute Energy 1,2		141,134		2,280,726
				9,572,224
Total (Cost $36,445,183)				76,867,083
Financials – 19.8%
Capital Markets - 10.3%
A.F.P. Provida ADR		22,100		1,579,045
ABG Sundal Collier Holding		115,000		125,589
Affiliated Managers Group 2		47,600		4,829,020
AllianceBernstein Holding L.P.		344,600		6,699,024
AP Alternative Assets L.P.		233,200		2,869,215
Artio Global Investors Cl. A		235,000		2,655,500
Ashmore Group		777,500		4,969,343
Azimut Holding		72,183		673,152
Banca Generali		86,000		1,191,832
Bank Sarasin & Co. Cl. B		33,120		1,311,599
Banque Privee Edmond de Rothschild		23		649,717
BKF Capital Group 2,4		130,000		165,100
BT Investment Management		207,000		555,194
Close Brothers Group		43,000		532,804
Coronation Fund Managers		526,000		1,502,209
Cowen Group Cl. A 1,2		708,600		2,664,336
Daewoo Securities		5,000		84,155
Eaton Vance		85,300		2,578,619
Egyptian Financial Group-Hermes Holding 2		774,500		2,607,791
Epoch Holding Corporation		25,000		446,250
Equity Trustees		36,709		547,169
F&C Asset Management		60,000		72,189
FBR & Company 2		249,600		848,640
Federated Investors Cl. B		307,700		7,335,568
Fiducian Portfolio Services		227,000		324,516
GAMCO Investors Cl. A		90,575		4,192,717
GFI Group		166,247		763,074
GIMV		22,500		1,432,774
Gleacher & Company 2		293,000		597,720
GP Investments BDR 2		15,604		60,290
HQ 2		40,000		43,638
Investec		118,000		955,500
IOOF Holdings		123,592		878,614
KKR & Co. L.P.		415,000		6,772,800
Lazard Cl. A		109,300		4,055,030
MF Global Holdings 2		749,000		5,797,260
Mizuho Securities 2		492,300		1,186,316
MVC Capital		214,200		2,833,866
Oppenheimer Holdings Cl. A		75,000		2,115,750
Paris Orleans et Cie		183,785		5,199,691
Partners Group Holding		11,300		1,999,965
Perpetual		13,541		362,222
Phatra Capital		775,000		732,084

22 | 2011 Semiannual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

June 30, 2011 (unaudited)

	SHARES		VALUE
Financials (continued)
Capital Markets (continued)
Platinum Asset Management		149,000	$	658,660
Rathbone Brothers		35,400		642,597
Reinet Investments 2		133,127		2,414,411
Schroders		41,100		1,020,497
SEI Investments		352,900		7,943,779
SHUAA Capital 2		485,000		125,565
SPARX Group 2		1,320		131,957
Sprott		269,600		2,065,782
Teton Advisors Cl. A 4		723		12,219
Treasury Group		51,500		219,162
Trust Company (The)		97,283		576,035
UOB-Kay Hian Holdings		190,000		250,777
Value Partners Group		7,407,800		6,366,914
Vontobel Holding		20,400		691,314
VZ Holding		8,500		1,434,321
Waddell & Reed Financial Cl. A		139,300		5,063,555
Westwood Holdings Group		23,460		893,826
Woori Investment & Securities		11,000		177,954
				118,486,212
Commercial Banks - 1.4%
Ameriana Bancorp		40,000		200,000
Bank of N.T. Butterfield & Son 2,3		942,504		1,319,505
BCB Holdings 2		598,676		518,857
Center Bancorp		44,868		468,422
CNB Financial		11,116		154,401
Commercial National Financial		54,900		1,056,825
Farmers & Merchants Bank of Long
Beach		1,200		5,088,000
Fauquier Bankshares		160,800		1,960,152
Hawthorn Bancshares		49,944		382,570
M&T Bank		20,027		1,761,375
Mauritius Commercial Bank		40,000		266,195
Mechanics Bank		200		2,320,000
Old Point Financial		25,000		293,250
Peapack-Gladstone Financial		10,500		123,690
Sumitomo Mitsui Trust Holdings		118,000		411,658
				16,324,900
Consumer Finance - 0.3%
World Acceptance 1,2		42,000		2,753,940
Diversified Financial Services - 1.0%
Banca Finnat Euramerica		870,000		549,165
Hellenic Exchanges		169,613		1,209,863
Interactive Brokers Group Cl. A		100,000		1,565,000
KKR Financial Holdings LLC		381,404		3,741,573
PICO Holdings 2		106,100		3,076,900
RHJ International 2		102,500		738,875
State Bank of Mauritius		46,000		156,318
				11,037,694
Insurance - 5.1%
Alleghany Corporation 2		29,230		9,736,805
Argo Group International Holdings		64,751		1,924,400
Aspen Insurance Holdings		47,000		1,209,310
Brown & Brown		300,100		7,700,566
Crawford & Company Cl. B		1,160		8,201

	SHARES		VALUE
Financials (continued)
Insurance (continued)
Discovery Holdings		255,000	$	1,454,869
eHealth 1,2		32,000		427,520
E-L Financial		17,900		8,166,313
Enstar Group 2		20,217		2,112,474
Erie Indemnity Cl. A		50,000		3,536,000
First American Financial		44,000		688,600
Gallagher (Arthur J.) & Co.		111,200		3,173,648
Hilltop Holdings 2		290,400		2,567,136
Independence Holding		317,658		3,316,350
Markel Corporation 2		4,200		1,666,602
Montpelier Re Holdings		32,000		576,000
Platinum Underwriters Holdings		94,000		3,124,560
ProAssurance Corporation 2		22,000		1,540,000
RLI		80,724		4,998,430
Validus Holdings		16,300		504,485
White Mountains Insurance Group		1,050		441,168
				58,873,437
Real Estate Management & Development - 1.1%
Altisource Portfolio Solutions 2		41,199		1,516,123
Consolidated-Tomoka Land		13,564		387,930
E-House China Holdings ADR		346,100		3,395,241
Forestar Group 2		108,000		1,774,440
IFM Investments ADR 1,2		90,452		132,965
Kennedy-Wilson Holdings		150,000		1,837,500
Midland Holdings		927,800		543,489
Soho China		750,000		673,666
Tejon Ranch 2		80,996		2,761,964
				13,023,318
Thrifts & Mortgage Finance - 0.6%
CFS Bancorp		75,000		402,750
HopFed Bancorp		106,590		843,127
Kearny Financial		70,862		645,553
MyState		152,000		572,565
Ocwen Financial 2		123,600		1,577,136
Timberland Bancorp 2,5		469,200		2,772,972
				6,814,103
Total (Cost $225,543,590)				227,313,604
Health Care – 7.8%
Biotechnology - 0.2%
Pharmacyclics 1,2		158,746		1,657,308
Sunesis Pharmaceuticals 1,2		35,249		73,671
3SBio ADR 1,2		22,500		392,175
				2,123,154
Health Care Equipment & Supplies - 2.1%
Allied Healthcare Products 1,2		180,512		714,827
Analogic Corporation		40,135		2,110,700
Atrion Corporation		15,750		3,115,350
bioMerieux		8,800		1,021,699
Carl Zeiss Meditec		163,700		3,646,237
Cochlear		7,500		578,932
CONMED Corporation 2		81,500		2,321,120
DiaSorin		20,000		960,038

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 23

Royce Value Trust

   Schedule of Investments

	SHARES		VALUE
Health Care (continued)
Health Care Equipment & Supplies (continued)
DynaVox Cl. A 2		55,000	$	418,000
IDEXX Laboratories 2		40,201		3,117,990
Kinetic Concepts 1,2		6,300		363,069
Kossan Rubber Industries		200,600		207,470
Nihon Kohden		43,100		1,068,052
Straumann Holding		6,500		1,568,838
Top Glove		260,000		452,165
Urologix 1,2		445,500		423,225
Young Innovations		62,550		1,783,926
Zoll Medical 2		400		22,664
				23,894,302
Health Care Providers & Services - 0.6%
Cross Country Healthcare 2		30,000		228,000
Landauer		75,500		4,650,045
MWI Veterinary Supply 2		10,000		807,700
VCA Antech 2		74,500		1,579,400
				7,265,145
Life Sciences Tools & Services - 3.1%
Affymetrix 1,2		10,000		79,300
Albany Molecular Research 2		85,000		408,850
EPS		683		1,608,101
Furiex Pharmaceuticals 2		8,333		148,244
ICON ADR 2		262,350		6,180,966
Luminex Corporation 1,2		20,000		418,000
Mettler-Toledo International 2		33,500		5,650,445
PAREXEL International 2		312,400		7,360,144
PerkinElmer		185,800		4,999,878
Pharmaceutical Product Development		100,000		2,684,000
Techne Corporation		71,000		5,919,270
				35,457,198
Pharmaceuticals - 1.8%
Adcock Ingram Holdings		180,000		1,581,545
Almirall		100,000		1,074,703
Boiron		50,000		2,234,717
Bukwang Pharmaceutical		55,300		613,422
China Animal Healthcare		2,140,000		481,473
Daewoong Pharmaceutical		17,070		613,747
Endo Pharmaceuticals Holdings 2		144,400		5,800,548
Green Cross		4,500		680,283
Hikma Pharmaceuticals		60,000		731,883
Kalbe Farma		500,000		196,924
Questcor Pharmaceuticals 2		51,300		1,236,330
Recordati		190,000		2,089,946
Santen Pharmaceutical		57,000		2,317,080
Virbac		9,000		1,538,098
				21,190,699
Total (Cost $55,643,169)				89,930,498
Industrials – 26.3%
Aerospace & Defense - 1.6%
AerCap Holdings 2		45,000		585,450
Ducommun		117,200		2,410,804
HEICO Corporation		168,281		9,211,702

	SHARES		VALUE
Industrials (continued)
Aerospace & Defense (continued)
HEICO Corporation Cl. A		51,718	$	2,056,307
Hexcel Corporation 2		47,500		1,039,775
Moog Cl. A 2		25,000		1,088,000
Teledyne Technologies 2		31,630		1,592,887
				17,984,925
Air Freight & Logistics - 1.8%
C. H. Robinson Worldwide		50,000		3,942,000
Forward Air		209,750		7,087,453
Hub Group Cl. A 2		164,400		6,191,304
UTi Worldwide		175,000		3,445,750
				20,666,507
Airlines - 0.0%
†Spirit Airlines 1,2		11,200		134,288
Building Products - 1.2%
American Woodmark		123,335		2,136,162
Burnham Holdings Cl. B 4		36,000		513,000
NCI Building Systems 2		2,780		31,664
Simpson Manufacturing		258,400		7,718,408
Sung Kwang Bend		125,700		2,595,768
USG Corporation 1,2		50,000		717,000
				13,712,002
Commercial Services & Supplies - 2.8%
Brink's Company (The)		206,320		6,154,526
Cintas Corporation		79,300		2,619,279
CompX International Cl. A		185,300		2,442,254
Copart 2		110,386		5,143,987
Kimball International Cl. B		286,180		1,840,137
Moshi Moshi Hotline		118,450		1,922,877
Ritchie Bros. Auctioneers		337,700		9,283,373
Societe BIC		9,000		869,775
US Ecology		101,000		1,727,100
				32,003,308
Construction & Engineering - 1.6%
EMCOR Group 2		199,400		5,844,414
Integrated Electrical Services 1,2		355,400		1,115,956
Jacobs Engineering Group 2		81,400		3,520,550
KBR		175,000		6,595,750
Raubex Group		525,000		1,252,050
				18,328,720
Electrical Equipment - 4.3%
AZZ		57,500		2,633,500
Belden		57,800		2,014,908
Brady Corporation Cl. A		94,600		3,032,876
Franklin Electric		104,600		4,910,970
Fushi Copperweld 2		244,445		1,400,670
GrafTech International 2		388,190		7,868,611
Jinpan International		169,684		1,897,067
Powell Industries 2		92,400		3,372,600
Preformed Line Products		91,600		6,520,088
Regal-Beloit		121,000		8,079,170
Woodward		231,600		8,073,576
				49,804,036

24 | 2011 Semiannual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

June 30, 2011 (unaudited)

	SHARES		VALUE
Industrials (continued)
Industrial Conglomerates - 0.5%
Raven Industries		96,200	$	5,359,302
Machinery - 8.2%
Armstrong Industrial		2,533,200		715,083
Burckhardt Compression Holding		12,000		3,661,747
China Automation Group		494,800		347,434
CLARCOR		92,500		4,373,400
Columbus McKinnon 1,2		101,500		1,822,940
Decker Manufacturing 4		6,022		206,253
Donaldson Company		92,800		5,631,104
FAG Bearings India		28,000		746,140
Gardner Denver		25,900		2,176,895
Graco		116,376		5,895,608
Hardinge		26,193		285,766
IDEX Corporation		67,400		3,090,290
Industrea		437,400		633,734
Kennametal		155,000		6,542,550
Lincoln Electric Holdings		188,360		6,752,706
Mueller Water Products Cl. A		72,500		288,550
NN 2		197,100		2,948,616
Nordson Corporation		204,200		11,200,370
Pfeiffer Vacuum Technology		24,300		3,047,015
PMFG 1,2		314,900		6,250,765
Rational		6,000		1,581,296
RBC Bearings 2		47,000		1,774,720
Rotork		25,000		676,523
Semperit AG Holding		60,000		2,992,798
Spirax-Sarco Engineering		40,000		1,284,664
Valmont Industries		47,500		4,578,525
WABCO Holdings 2		103,800		7,168,428
Wabtec Corporation		112,825		7,414,859
				94,088,779
Marine - 0.5%
Kirby Corporation 2		111,000		6,290,370
Professional Services - 2.0%
Advisory Board (The) 2		128,500		7,437,580
CRA International 2		57,187		1,549,196
FTI Consulting 1,2		7,850		297,829
JobStreet Corporation		50,000		48,518
ManpowerGroup		78,600		4,216,890
Michael Page International		125,000		1,073,367
On Assignment 2		375,400		3,690,182
Robert Half International		139,600		3,773,388
SFN Group 2		162,800		1,479,852
				23,566,802
��
Road & Rail - 1.2%
Frozen Food Express Industries 2		286,635		1,023,287
Landstar System		129,900		6,037,752
Patriot Transportation Holding 2		212,958		4,763,870
Universal Truckload Services 2		129,476		2,217,924
				14,042,833
Trading Companies & Distributors - 0.6%
Lawson Products		161,431		3,175,348

	SHARES		VALUE
Industrials (continued)
Trading Companies & Distributors (continued)
MSC Industrial Direct Cl. A		58,448	$	3,875,687
				7,051,035
Total (Cost $176,001,478)				303,032,907
Information Technology – 20.3%
Communications Equipment - 2.0%
AAC Acoustic Technologies Holdings		224,700		529,806
ADTRAN		65,000		2,516,150
Arris Group 2		140,350		1,629,464
Bel Fuse Cl. A		36,672		850,790
Black Box		43,798		1,369,563
Cogo Group 1,2		173,615		927,104
Comba Telecom Systems Holdings		487,928		515,138
Comtech Telecommunications		30,000		841,200
Emulex Corporation 1,2		415,000		3,569,000
EVS Broadcast Equipment		27,500		1,861,537
Globecomm Systems 2		233,700		3,636,372
Sonus Networks 1,2		704,000		2,280,960
Sycamore Networks		48,100		1,069,744
VTech Holdings		49,050		585,388
Zhone Technologies 2		324,000		767,880
				22,950,096
Computers & Peripherals - 1.0%
ADPT Corporation 2,4		1,568,800		4,706,400
Avid Technology 2		66,000		1,243,440
China Digital TV Holding Co. ADR		5,000		25,500
Diebold		151,600		4,701,116
Electronics for Imaging 1,2		8,517		146,663
Intermec 2		23,000		253,920
Intevac 2		57,450		586,564
SMART Technologies Cl. A 2		75,000		427,500
				12,091,103
Electronic Equipment, Instruments & Components - 8.7%
Agilysys 2		165,125		1,377,142
Anixter International		61,795		4,037,685
Benchmark Electronics 2		165,200		2,725,800
China 3C Group 2		6,600		792
China High Precision Automation Group		1,685,700		1,321,788
Chroma Ate		139,406		444,143
Cognex Corporation		236,200		8,368,566
Coherent 2		235,500		13,016,085
Dolby Laboratories Cl. A 2		30,700		1,303,522
FLIR Systems		105,000		3,539,550
Hana Microelectronics		685,000		520,362
Hollysys Automation Technologies 2		73,727		687,136
Image Sensing Systems 2		8,310		93,903
IPG Photonics 1,2		5,000		363,550
Kingboard Chemical Holdings		66,900		311,886
Mercury Computer Systems 2		40,500		756,540
Molex		72,600		1,870,902
National Instruments		251,850		7,477,427
Newport Corporation 2		523,500		9,511,995
Perceptron 2		357,700		2,274,972
Plexus Corporation 1,2		195,700		6,812,317

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 25

Royce Value Trust

   Schedule of Investments

	SHARES		VALUE
Information Technology (continued)
Electronic Equipment, Instruments & Components (continued)
Pulse Electronics		286,200	$	1,265,004
Richardson Electronics		495,712		6,736,726
Rofin-Sinar Technologies 2		293,500		10,023,025
Tech Data 2		136,500		6,673,485
TTM Technologies 2		211,400		3,386,628
Vaisala Cl. A		176,000		5,701,478
				100,602,409
Internet Software & Services - 0.5%
Monster Worldwide 2		36,800		539,488
NetEase.com ADR 2		14,300		644,787
Perficient 2		10,000		102,600
RealNetworks 2		245,400		834,360
Sohu.com 2		10,500		758,835
ValueClick 2		145,000		2,407,000
				5,287,070
IT Services - 4.3%
†Camelot Information Systems ADS 1,2		25,000		373,750
Convergys Corporation 2		121,000		1,650,440
CoreLogic 2		284,000		4,745,640
Forrester Research		40,300		1,328,288
Gartner 2		121,000		4,875,090
Hackett Group 2		655,000		3,333,950
ManTech International Cl. A		35,400		1,572,468
MAXIMUS		103,600		8,570,828
MoneyGram International 2		646,900		2,147,708
NeuStar Cl. A 1,2		119,000		3,117,800
Sapient Corporation 2		756,602		11,371,728
SRA International Cl. A 2		67,100		2,074,732
Total System Services		171,500		3,186,470
† Unisys Corporation 1,2		11,800		303,260
Yucheng Technologies 2		175,646		574,362
				49,226,514
Semiconductors & Semiconductor Equipment - 2.1%
Aixtron ADR		34,000		1,160,080
Analog Devices		16,004		626,397
ASM Pacific Technology		100,000		1,382,511
BE Semiconductor Industries 4		58,000		493,580
Cymer 2		113,000		5,594,630
Diodes 2		252,450		6,588,945
Energy Conversion Devices 1,2		562,700		663,986
Exar Corporation 2		157,576		997,456
Himax Technologies ADR		221,900		488,180
International Rectifier 2		120,000		3,356,400
Power Integrations		49,000		1,883,070
Vimicro International ADR 2		240,000		568,800
				23,804,035
Software - 1.7%
ACI Worldwide 2		181,150		6,117,435
Advent Software 2		68,500		1,929,645
ANSYS 2		95,600		5,226,452
Aspen Technology 2		42,100		723,278
Aveva Group		20,000		549,878
Blackbaud		41,890		1,161,191
JDA Software Group 2		49,900		1,541,411

	SHARES		VALUE
Information Technology (continued)
Software (continued)
LiveWire Mobile 2,4		38,000	$	83,600
Majesco Entertainment 1,2		36,255		109,490
Net 1 UEPS Technologies 2		50,000		434,000
SimCorp		8,000		1,578,198
THQ 2		20,000		72,400
				19,526,978
Total (Cost $173,472,382)				233,488,205
Materials – 10.2%
Chemicals - 1.7%
Agrium		5,600		491,456
Cabot Corporation		58,000		2,312,460
CF Industries Holdings		4,500		637,515
Fufeng Group		2,456,400		1,596,683
Hanfeng Evergreen 2		7,700		36,007
Hawkins		156,178		5,656,767
Huchems Fine Chemical		30,056		727,437
Intrepid Potash 2		85,227		2,769,878
OM Group 2		90,000		3,657,600
Victrex		45,000		1,083,359
				18,969,162
Construction Materials - 0.8%
Ash Grove Cement Cl. B 4		50,518		8,082,880
Mardin Cimento Sanayii		325,000		1,397,646
				9,480,526
Containers & Packaging - 0.8%
Broadway Industrial Group		1,558,300		526,517
Greif Cl. A		93,944		6,109,178
Mayr-Melnhof Karton		22,600		2,666,532
				9,302,227
Metals & Mining - 6.7%
Allegheny Technologies		3,500		222,145
Aquarius Platinum		350,000		1,786,476
AuRico Gold 2		218,300		2,399,117
Centamin Egypt 2		700,000		1,408,056
Central Steel & Wire 4		6,062		3,849,370
Cliffs Natural Resources		29,500		2,727,275
Commercial Metals		36,600		525,210
Endeavour Mining 1,2		300,000		718,544
Endeavour Mining (Warrants) 2		75,000		46,659
Franco-Nevada Corporation		10,000		373,270
Fresnillo		105,000		2,366,636
Haynes International		14,500		897,985
Hecla Mining 2		300,000		2,307,000
Hidili Industry International
Development		60,000		52,079
Hochschild Mining		375,500		2,773,408
IAMGOLD Corporation		95,620		1,793,831
Kimber Resources 1,2		560,000		924,000
Maharashtra Seamless		265,000		2,233,034
Major Drilling Group International		384,100		4,998,139
Medusa Mining		600,000		4,258,875
New Gold 1,2		135,000		1,389,150
Northam Platinum		345,000		2,171,259

26 | 2011 Semiannual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

June 30, 2011 (unaudited)

	SHARES		VALUE
Materials (continued)
Metals & Mining (continued)
Northgate Minerals 2		160,000	$	416,000
Nucor Corporation		156,050		6,432,381
Orbit Garant Drilling 2		36,100		207,740
Pan American Silver		10,000		308,900
Reliance Steel & Aluminum		176,920		8,784,078
Royal Gold		34,400		2,014,808
Schnitzer Steel Industries Cl. A		100,000		5,760,000
Sims Metal Management ADR		295,475		5,611,070
Synalloy Corporation 2		198,800		2,697,716
Worthington Industries		185,000		4,273,500
				76,727,711
Paper & Forest Products - 0.2%
China Forestry Holdings 2,3		3,563,800		675,509
Duratex		160,000		1,354,307
†QX Paper 3		3,296,000		436,265
				2,466,081
Total (Cost $78,517,605)				116,945,707
Miscellaneous6 – 3.8%
Total (Cost $43,668,565)				44,182,885
TOTAL COMMON STOCKS
(Cost $915,060,083)				1,257,330,639
PREFERRED STOCKS – 0.1%
Bank of N.T. Butterfield & Son 0.00% Conv.3		39,800		41,445
Seneca Foods Conv.2,3		55,000		1,247,895
TOTAL PREFERRED STOCKS
(Cost $844,625)				1,289,340

	PRINCIPAL AMOUNT		VALUE
CORPORATE BOND – 0.0%
GAMCO Investors (Debentures) 0.00% due 12/31/15
(Cost $289,840)	$	289,800	$	193,578
REPURCHASE AGREEMENT – 10.3%
Fixed Income Clearing Corp., 0.01% dated 6/30/11, due 7/1/11, maturity value $118,464,033 (collateralized by obligations of various U.S. Government Agencies, 0.33%-1.00% due 7/1/11-7/16/12, valued at $121,427,294) (Cost $118,464,000)				118,464,000
COLLATERAL RECEIVED FOR SECURITIES
LOANED – 1.5%
Money Market Funds Federated Government Obligations Fund (7 day yield-0.009864%) (Cost $17,036,797)				17,036,797
TOTAL INVESTMENTS – 121.1%
(Cost $1,051,695,345)				1,394,314,354
LIABILITIES LESS CASH
AND OTHER ASSETS – (2.0)%				(22,952,208	)
PREFERRED STOCK – (19.1)%				(220,000,000	)
NET ASSETS APPLICABLE TO COMMON
STOCKHOLDERS – 100.0%			$	1,151,362,146

†	New additions in 2011.
1	All or a portion of these securities were on loan at June 30, 2011. Total market value of loaned securities at June 30, 2011, was $16,556,866.
2	Non-income producing.
3	Securities for which market quotations are not readily available represent 0.3% of net assets. These securities have been valued at their fair value under procedures approved by the Fund's Board of Directors. These securities are defined as Level 3 securities due to the use of significant unobservable inputs in the determination of fair value. See Notes to Financial Statements.
4	These securities are defined as Level 2 securities due to fair value being based on quoted prices for similar securities. See Notes to Financial Statements.
5	At June 30, 2011, the Fund owned 5% or more of the Company's outstanding voting securities thereby making the Company an Affiliated Company as that term is defined in the Investment Company Act of 1940. See Notes to Financial Statements.
6	Includes securities first acquired in 2011 and less than 1% of net assets applicable to Common Stockholders.
	Bold indicates the Fund's 20 largest equity holdings in terms of June 30, 2011, market value.
	TAX INFORMATION: The cost of total investments for Federal income tax purposes was $1,052,688,720. At June 30, 2011, net unrealized appreciation for all securities was $341,625,634, consisting of aggregate gross unrealized appreciation of $438,680,593 and aggregate gross unrealized depreciation of $97,054,959. The primary difference between book and tax basis cost is the timing of the recognition of losses on securities sold.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 27

Royce Value Trust	June 30, 2011 (unaudited)
Statement of Assets and Liabilities

ASSETS:
Investments at value (including collateral on loaned securities)
Non-Affiliated Companies (cost $927,493,029)	$	1,273,077,382
Affiliated Companies (cost $5,738,316)		2,772,972
Total investments at value		1,275,850,354
Repurchase agreements (at cost and value)		118,464,000
Cash and foreign currency		58,863
Receivable for investments sold		891,280
Receivable for dividends and interest		906,035
Prepaid expenses and other assets		410,325
Total Assets		1,396,580,857
LIABILITIES:
Payable for collateral on loaned securities		17,036,797
Payable for investments purchased		6,670,703
Payable for investment advisory fee		952,563
Preferred dividends accrued but not yet declared		288,451
Accrued expenses		270,197
Total Liabilities		25,218,711
PREFERRED STOCK:
5.90% Cumulative Preferred Stock - $0.001 par value, $25 liquidation value per share; 8,800,000 shares outstanding		220,000,000
Total Preferred Stock		220,000,000
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS	$	1,151,362,146
ANALYSIS OF NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Common Stock paid-in capital - $0.001 par value per share; 66,967,780 shares outstanding (150,000,000 shares authorized)	$	797,746,402
Undistributed net investment income (loss)		4,400,832
Accumulated net realized gain (loss) on investments and foreign currency		37,902,431
Net unrealized appreciation (depreciation) on investments and foreign currency		342,625,152
Unallocated and accrued distributions		(31,312,671	)
Net Assets applicable to Common Stockholders (net asset value per share - $17.19)	$	1,151,362,146
Investments at identified cost (including $17,036,797 of collateral on loaned securities)	$	933,231,345
Market value of loaned securities		16,556,866

28 | 2011 Semiannual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

Royce Value Trust	Six Months Ended June 30, 2011 (unaudited)
Statement of Operations

INVESTMENT INCOME:
Income:
Dividends1	$	8,413,744
Interest		64,577
Securities lending		98,619
Total income		8,576,940
Expenses:
Investment advisory fees		5,906,512
Custody and transfer agent fees		191,950
Stockholder reports		184,290
Administrative and office facilities		64,012
Directors’ fees		61,661
Professional fees		52,645
Other expenses		62,949
Total expenses		6,524,019
Compensating balance credits		(5	)
Net expenses		6,524,014
Net investment income (loss)		2,052,926
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss):
Investments		32,841,930
Foreign currency transactions		(40,379	)
Net change in unrealized appreciation (depreciation):
Investments and foreign currency translations		28,994,852
Other assets and liabilities denominated in foreign currency		14,664
Net realized and unrealized gain (loss) on investments and foreign currency		61,811,067
NET INCREASE (DECREASE) IN NET ASSETS FROM INVESTMENT OPERATIONS		63,863,993
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS		(6,490,000	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS FROM INVESTMENT OPERATIONS	$	57,373,993

¹ Net of foreign withholding tax of $442,142.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 29

Royce Value Trust

   Statement of Changes in Net Assets Applicable to Common Stockholders

	Six months ended 6/30/11 (unaudited)			Year ended 12/31/10
INVESTMENT OPERATIONS:
Net investment income (loss)	$	2,052,926		$	15,554,527
Net realized gain (loss) on investments and foreign currency		32,801,551			111,092,900
Net change in unrealized appreciation (depreciation) on investments and foreign currency		29,009,516			143,429,334
Net increase (decrease) in net assets from investment operations		63,863,993			270,076,761
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net investment income		–			(12,980,000	)
Net realized gain on investments and foreign currency		–			–
Unallocated distributions1		(6,490,000	)		–
Total distributions to Preferred Stockholders		(6,490,000	)		(12,980,000	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS FROM INVESTMENT OPERATIONS		57,373,993			257,096,761
DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net investment income		–			(1,980,699	)
Net realized gain on investments and foreign currency		–			–
Unallocated distributions1		(24,534,221	)		–
Total distributions to Common Stockholders		(24,534,221	)		(1,980,699	)
CAPITAL STOCK TRANSACTIONS:
Reinvestment of distributions to Common Stockholders		12,643,237			986,327
Total capital stock transactions		12,643,237			986,327
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS		45,483,009			256,102,389
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Beginning of period		1,105,879,137			849,776,748
End of period (including undistributed net investment income (loss) of $4,400,832 at 6/30/11 and $2,347,906 at 12/31/10)	$	1,151,362,146		$	1,105,879,137

¹ To be allocated to net investment income, net realized gains and/or return of capital at year end.

30 | 2011 Semiannual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

Royce Value Trust

   Financial Highlights

This table is presented to show selected data for a share of Common Stock outstanding throughout each period, and to assist stockholders in evaluating the Fund’s performance for the periods presented.

	Six months ended			Years ended December 31,
	June 30, 2011
	(unaudited)			2010			2009			2008			2007			2006
NET ASSET VALUE, BEGINNING OF PERIOD	$	16.73		$	12.87		$	9.37		$	19.74		$	20.62		$	18.87
INVESTMENT OPERATIONS:
Net investment income (loss)		0.03			0.24			0.17			0.14			0.09			0.13
Net realized and unrealized gain (loss) on investments and foreign currency		0.93			3.85			3.87			(8.50	)		1.13			3.63
Total investment operations		0.96			4.09			4.04			(8.36	)		1.22			3.76
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net investment income		–			(0.20	)		(0.18	)		(0.01	)		(0.01	)		(0.02	)
Net realized gain on investments and foreign currency		–			–			–			(0.20	)		(0.21	)		(0.21	)
Return of capital		–			–			(0.02	)		–			–			–
Unallocated distributions1		(0.10	)		–			–			–			–			–
Total distributions to Preferred Stockholders		(0.10	)		(0.20	)		(0.20	)		(0.21	)		(0.22	)		(0.23	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS FROM INVESTMENT OPERATIONS		0.86			3.89			3.84			(8.57	)		1.00			3.53
DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net investment income		–			(0.03	)		–			(0.06	)		(0.09	)		(0.14	)
Net realized gain on investments and foreign currency		–			–			–			(1.18	)		(1.76	)		(1.64	)
Return of capital		–			–			(0.32	)		(0.48	)		–			–
Unallocated distributions1		(0.37	)		–			–			–			–			–
Total distributions to Common Stockholders		(0.37	)		(0.03	)		(0.32	)		(1.72	)		(1.85	)		(1.78	)
CAPITAL STOCK TRANSACTIONS:
Effect of reinvestment of distributions by Common Stockholders		(0.03	)		(0.00	)		(0.02	)		(0.08	)		(0.03	)		(0.00	)
Total capital stock transactions		(0.03	)		(0.00	)		(0.02	)		(0.08	)		(0.03	)		(0.00	)
NET ASSET VALUE, END OF PERIOD	$	17.19		$	16.73		$	12.87		$	9.37		$	19.74		$	20.62
MARKET VALUE, END OF PERIOD	$	14.92		$	14.54		$	10.79		$	8.39		$	18.58		$	22.21
TOTAL RETURN:2
Market Value		5.25	%3		35.05	%		35.39	%		(48.27	)%		(8.21	)%		20.96	%
Net Asset Value		5.39	%3		30.27	%		44.59	%		(45.62	)%		5.04	%		19.50	%
RATIOS BASED ON AVERAGE NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Total expenses4,5		1.14	%6		0.23	%		0.16	%		1.39	%		1.38	%		1.29	%
Investment advisory fee expense7		1.03	%6		0.11	%		0.00	%		1.27	%		1.29	%		1.20	%
Other operating expenses		0.11	%6		0.12	%		0.16	%		0.12	%		0.09	%		0.09	%
Net investment income (loss)		0.36	%6		1.69	%		1.66	%		0.94	%		0.43	%		0.62	%
SUPPLEMENTAL DATA:
Net Assets Applicable to Common Stockholders,
End of Period (in thousands)	$	1,151,362		$	1,105,879		$	849,777		$	603,234		$	1,184,669		$	1,180,428
Liquidation Value of Preferred Stock,
End of Period (in thousands)	$	220,000		$	220,000		$	220,000		$	220,000		$	220,000		$	220,000
Portfolio Turnover Rate		12	%		30	%		31	%		25	%		26	%		21	%
PREFERRED STOCK:
Total shares outstanding		8,800,000			8,800,000			8,800,000			8,800,000			8,800,000			8,800,000
Asset coverage per share	$	155.84		$	150 .67		$	121.57		$	93.55		$	159 .62		$	159.14
Liquidation preference per share	$	25.00		$	25.00		$	25.00		$	25.00		$	25.00		$	25.00
Average month-end market value per share	$	25.18		$	25.06		$	23.18		$	22.51		$	23.68		$	23.95

1	To be allocated to net investment income, net realized gains and/or return of capital at year end.
2	The Market Value Total Return is calculated assuming a purchase of Common Stock on the opening of the first business day and a sale on the closing of the last business day of each period reported. Dividends and distributions are assumed for the purposes of this calculation to be reinvested at prices obtained under the Fund’s Distribution Reinvestment and Cash Purchase Plan. Net Asset Value Total Return is calculated on the same basis, except that the Fund’s net asset value is used on the purchase and sale dates instead of market value.
3	Not annualized
4	Expense ratios based on total average net assets including liquidation value of Preferred Stock were 0.96%, 0.18%, 0.12%, 1.13%, 1.17% and 1.08% for the periods ended June 30, 2011, and December 31, 2010, 2009, 2008, 2007 and 2006, respectively.
5	Expense ratios based on average net assets applicable to Common Stockholders before waiver of fees and after earnings credits would have been 1.14%, 0.23%, 0.16%, 1.39%, 1.38% and 1.29% for the periods ended June 30, 2011, and December 31, 2010, 2009, 2008, 2007 and 2006, respectively.
6	Annualized
7	The investment advisory fee is calculated based on average net assets over a rolling 60-month basis, while the above ratios of investment advisory fee expenses are based on the average net assets applicable to Common Stockholders over a 12-month basis.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 31

Royce Value Trust

   Notes to Financial Statements (unaudited)

Summary of Significant Accounting Policies:
          Royce Value Trust, Inc. (the “Fund”), was incorporated under the laws of the State of Maryland on July 1, 1986, as a diversified closed-end investment company. The Fund commenced operations on November 26, 1986.
          The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.
          Under the Fund’s organizational documents, the officers and directors are indemnified against certain liabilities that may arise out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

Valuation of Investments:
          Securities are valued as of the close of trading on the New York Stock Exchange (NYSE) (generally 4:00 p.m. Eastern time) on the valuation date. Securities that trade on an exchange, and securities traded on Nasdaq’s Electronic Bulletin Board, are valued at their last reported sales price or Nasdaq official closing price taken from the primary market in which each security trades or, if no sale is reported for such day, at their bid price. Other over-the-counter securities for which market quotations are readily available are valued at their highest bid price, except in the case of some bonds and other fixed income securities which may be valued by reference to other securities with comparable ratings, interest rates and maturities, using established independent pricing services. The Fund values its non-U.S. dollar denominated securities in U.S. dollars daily at the prevailing foreign currency exchange rates as quoted by a major bank. Securities for which market quotations are not readily available are valued at their fair value under procedures approved by the Fund’s Board of Directors. In addition, if, between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. The Fund uses an independent pricing service to provide fair value estimates for relevant non-U.S. equity securities on days when the U.S. market volatility exceeds a certain threshold. This pricing service uses proprietary correlations it has developed between the movement of prices of non-U.S. equity securities and indices of U.S.-traded securities, futures contracts and other indications to estimate the fair value of relevant non-U.S. securities. When fair value pricing is employed, the prices of securities used by the Fund may differ from quoted or published prices for the same security. Investments in money market funds are valued at net asset value per share.

      Various inputs are used in determining the value of the Fund’s investments, as noted above. These inputs are summarized in the three broad levels below:

Level	1 – quoted prices in active markets for identical securities.
Level	2 – other significant observable inputs (including quoted prices for similar securities, foreign securities that may be fair valued and repurchase agreements). The table below includes all Level 2 securities. Any Level 2 securities with values based on quoted prices for similar securities would be noted in the Schedule of Investments.
Level	3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

     The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
     The following is a summary of the inputs used to value the Fund’s investments as of June 30, 2011. For a detailed breakout of common stocks by sector classification, please refer to the Schedule of Investments.

	Level 1		Level 2		Level 3		Total
Common stocks	$	996,828,494	$	257,957,451	$	2,544,694	$	1,257,330,639
Preferred stocks		–		–		1,289,340		1,289,340
Corporate bonds		–		193,578		–		193,578
Cash equivalents		17,036,797		118,464,000		–		135,500,797
Level 3 Reconciliation:

	Balance as of 12/31/10		Purchases		Transfers In		Transfers Out		Sales		Realized and Unrealized Gain (Loss)1			Balance as of 6/30/11
Common stocks	$	1,925,934	$	1,777,190	$	1,741,414	$	1,251,677	$	66,625	$	(1,581,542	)	$	2,544,694
Preferred stocks		1,372,514		–		–		–		–		(83,174	)		1,289,340
Corporate bonds		197,064		–		–		197,064		–		–			–

¹  The net change in unrealized appreciation (depreciation) is included in the accompanying Statement of Operations. Change in unrealized appreciation (depreciation) includes net unrealized appreciation (depreciation) resulting from changes in investment values during the reporting period and the reversal of previously recorded unrealized appreciation (depreciation) when gains or losses are realized. Net realized gain (loss) from investments and foreign currency transactions is included in the accompanying Statement of Operations.

32 | 2011 Semiannual Report to Stockholders

Royce Value Trust

   Notes to Financial Statements (unaudited) (continued)

Repurchase Agreements:
     The Fund may enter into repurchase agreements with institutions that the Fund’s investment adviser has determined are creditworthy. The Fund restricts repurchase agreements to maturities of no more than seven days. Securities pledged as collateral for repurchase agreements, which are held until maturity of the repurchase agreements, are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). Repurchase agreements could involve certain risks in the event of default or insolvency of the counter-party, including possible delays or restrictions upon the ability of the Fund to dispose of its underlying securities.

Foreign Currency:
     Net realized foreign exchange gains or losses arise from sales and maturities of short-term securities, sales of foreign currencies, expiration of currency forward contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, including investments in securities at the end of the reporting period, as a result of changes in foreign currency exchange rates.

Securities Lending:
     The Fund loans securities to qualified institutional investors for the purpose of realizing additional income. Collateral for the Fund on all securities loaned is accepted in cash and cash equivalents and invested temporarily by the custodian. The collateral maintained is at least 100% of the current market value of the loaned securities. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund retains the risk of any loss on the securities on loan as well as incurring the potential loss on investments purchased with cash collateral received for securities lending.

Taxes:
     As a qualified regulated investment company under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes substantially all of its taxable income for its fiscal year. The Schedule of Investments includes information regarding income taxes under the caption “Tax Information”.

Distributions:
     Commencing March 2011, the Fund pays quarterly distributions on the Fund’s Common Stock at the annual rate of 5% of the rolling average of the prior four calendar quarter-end NAVs of the Fund’s Common Stock, with the fourth quarter distribution being the greater of 1.25% of the rolling average or the distribution required by IRS regulations. Distributions to Preferred Stockholders are accrued daily and paid quarterly and distributions to Common Stockholders are recorded on ex-dividend date. Distributable capital gains and/or net investment income are first allocated to Preferred Stockholder distributions, with any excess allocable to Common Stockholders. If capital gains and/or net investment income are allocated to both Preferred and Common Stockholders, the tax character of such allocations is proportional. To the extent that distributions are not paid from long-term capital gains, net investment income or net short-term capital gains, they will represent a return of capital. Distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. Permanent book and tax differences relating to stockholder distributions will result in reclassifications within the capital accounts. Undistributed net investment income may include temporary book and tax basis differences, which will reverse in a subsequent period. Any taxable income or gain remaining undistributed at fiscal year end is distributed in the following year.

Investment Transactions and Related Investment Income:
     Investment transactions are accounted for on the trade date. Dividend income is recorded on the ex-dividend date. Non-cash dividend income is recorded at the fair market value of the securities received. Interest income is recorded on an accrual basis. Premium and discounts on debt securities are amortized using the effective yield-to-maturity method. Realized gains and losses from investment transactions are determined on the basis of identified cost for book and tax purposes.

Expenses:
     The Fund incurs direct and indirect expenses. Expenses directly attributable to the Fund are charged to the Fund’s operations, while expenses applicable to more than one of the Royce Funds are allocated equitably. Certain personnel, occupancy costs and other administrative expenses related to The Royce Funds are allocated by Royce & Associates, LLC (“Royce”) under an administration agreement and are included in administrative and office facilities and professional fees. The Fund has adopted a deferred fee agreement that allows the Directors to defer the receipt of all or a portion of directors’ fees otherwise payable. The deferred fees are invested in certain Royce Funds until distributed in accordance with the agreement.

Compensating Balance Credits:
     The Fund has an arrangement with its custodian bank, whereby a portion of the custodian's fee is paid indirectly by credits earned on the Fund's cash on deposit with the bank. This deposit arrangement is an alternative to purchasing overnight investments. Conversely, the Fund pays interest to the custodian on any cash overdrafts, to the extent they are not offset by credits earned on positive cash balances.

2011 Semiannual Report to Stockholders | 33

Royce Value Trust

   Notes to Financial Statements (unaudited) (continued)

Capital Stock:
     The Fund issued 873,255 and 71,215 shares of Common Stock as reinvestment of distributions by Common Stockholders for the six months ended June 30, 2011, and the year ended December 31, 2010, respectively.
     At June 30, 2011, 8,800,000 shares of 5.90% Cumulative Preferred Stock were outstanding. The Fund, at its option, may redeem the Cumulative Preferred Stock, in whole or in part, at the redemption price. The Cumulative Preferred Stock is classified outside of permanent equity (net assets applicable to Common Stockholders) in the accompanying financial statements in accordance with accounting for redeemable equity instruments, that requires preferred securities that are redeemable for cash or other assets to be classified outside of permanent equity to the extent that the redemption is at a fixed or determinable price and at the option of the holder or upon the occurrence of an event that is not solely within the control of the issuer.
     The Fund is required to meet certain asset coverage tests with respect to the Cumulative Preferred Stock as required by the 1940 Act. In addition, pursuant to the Rating Agency Guidelines established by Moody’s, the Fund is required to maintain a certain discounted asset coverage. If the Fund fails to meet these requirements and does not correct such failure, the Fund may be required to redeem, in part or in full, the Cumulative Preferred Stock at a redemption price of $25.00 per share, plus an amount equal to the accumulated and unpaid dividends, whether or not declared on such shares, in order to meet these requirements. Additionally, failure to meet the foregoing asset coverage requirements could restrict the Fund's ability to pay dividends to Common Stockholders and could lead to sales of portfolio securities at inopportune times. The Fund has met these requirements since issuing the Cumulative Preferred Stock.

Investment Advisory Agreement:
     As compensation for its services under the Investment Advisory Agreement, Royce receives a fee comprised of a Basic Fee (“Basic Fee”) and an adjustment to the Basic Fee based on the investment performance of the Fund in relation to the investment record of the S&P SmallCap 600 Index (“S&P 600”).
     The Basic Fee is a monthly fee equal to 1/12 of 1% (1% on an annualized basis) of the average of the Fund’s month-end net assets applicable to Common Stockholders, plus the liquidation value of Preferred Stock, for the rolling 60-month period ending with such month (the “performance period”). The Basic Fee for each month is increased or decreased at the rate of 1/12 of .05% for each percentage point that the investment performance of the Fund exceeds, or is exceeded by, the percentage change in the investment record of the S&P 600 for the performance period by more than two percentage points. The performance period for each such month is a rolling 60-month period ending with such month. The maximum increase or decrease in the Basic Fee for any month may not exceed 1/12 of .5%. Accordingly, for each month, the maximum monthly fee rate as adjusted for performance is 1/12 of 1.5% and is payable if the investment performance of the Fund exceeds the percentage change in the investment record of the S&P 600 by 12 or more percentage points for the performance period, and the minimum monthly fee rate as adjusted for performance is 1/12 of .5% and is payable if the percentage change in the investment record of the S&P 600 exceeds the investment performance of the Fund by 12 or more percentage points for the performance period.
     Notwithstanding the foregoing, Royce is not entitled to receive any fee for any month when the investment performance of the Fund for the rolling 36-month period ending with such month is negative. In the event that the Fund’s investment performance for such a performance period is less than zero, Royce will not be required to refund to the Fund any fee earned in respect of any prior performance period.
      Royce has voluntarily committed to waive the portion of its investment advisory fee attributable to an issue of the Fund’s Preferred Stock for any month in which the Fund’s average annual NAV total return since issuance of the Preferred Stock fails to exceed the applicable Preferred Stock's dividend rate.
     For the six rolling 60-month periods ended June 2011, the Fund’s investment performance ranged from 1% above to 3% below the investment performance of the S&P 600. Accordingly, the net investment advisory fee consisted of a Basic Fee of $6,006,751 and a net downward adjustment of $100,239 for the performance of the Fund relative to that of the S&P 600. For the six months ended June 30, 2011, the Fund accrued and paid Royce investment advisory fees totaling $5,906,512.

Purchases and Sales of Investment Securities:
     For the six months ended June 30, 2011, the costs of purchases and proceeds from sales of investment securities, other than short-term securities and collateral received for securities loaned, amounted to $152,513,320 and $147,515,548, respectively.

Transactions in Affiliated Companies:
     An “Affiliated Company” as defined in the Investment Company Act of 1940, is a company in which a fund owns 5% or more of the company’s outstanding voting securities at any time during the period. The Fund effected the following transactions in shares of such companies for the six months ended June 30, 2011:

Affiliated Company	Shares 12/31/10		Market Value 12/31/10		Cost of Purchases		Cost of Sales		Realized Gain (Loss)		Dividend Income		Shares 6/30/11		Market Value 6/30/11
Timberland Bancorp		469,200	$	1,731,348		–		–		–		–		469,200	$	2,772,972
			$	1,731,348											$	2,772,972

34 | 2011 Semiannual Report to Stockholders

Royce Micro-Cap Trust	June 30, 2011 (unaudited)
Schedule of Investments

	SHARES		VALUE
COMMON STOCKS – 102.3%
Consumer Discretionary – 12.6%
Auto Components - 1.6%
China XD Plastics 1,2		21,500	$	90,515
Drew Industries		127,000		3,139,440
Norstar Founders Group 2,3		771,500		36,187
SORL Auto Parts 1,2		58,913		265,109
Williams Controls		125,000		1,437,500
				4,968,751
Distributors - 0.4%
Weyco Group		48,000		1,180,800
Diversified Consumer Services - 0.3%
ChinaCast Education 2		134,500		696,710
Lincoln Educational Services		21,300		365,295
Spectrum Group International 1,2,4		6,925		19,390
				1,081,395
Hotels, Restaurants & Leisure - 0.2%
Benihana Cl. A 1,2		57,200		600,028
Household Durables - 2.6%
Cavco Industries 2		3,091		139,095
CSS Industries		20,243		423,686
Ethan Allen Interiors		81,600		1,737,264
Flexsteel Industries		172,500		2,509,875
Hanssem		33,400		420,352
Koss Corporation		73,400		455,080
Natuzzi ADR 2		409,800		1,442,496
Universal Electronics 2		47,200		1,192,272
				8,320,120
Internet & Catalog Retail - 1.2%
Geeknet 1,2		87,500		2,338,000
NutriSystem		21,800		306,508
US Auto Parts Network 2		140,900		1,079,294
				3,723,802
Leisure Equipment & Products - 0.4%
Leapfrog Enterprises Cl. A 2		123,200		519,904
Sturm, Ruger & Co.		32,000		702,400
				1,222,304
Media - 0.4%
Global Sources 2		23,411		215,147
Rentrak Corporation 2		45,000		798,300
Value Line		32,487		435,651
				1,449,098
Specialty Retail - 4.1%
America's Car-Mart 2		92,800		3,062,400
Charming Shoppes 2		667,200		2,775,552
Dickson Concepts (International)		604,700		473,346
Kirkland's 2		25,500		306,510
Le Chateau Cl. A		72,800		641,609
Lewis Group		57,000		713,408
Shoe Carnival 2		12,752		384,473
Stein Mart		178,900		1,724,596
Systemax 2		102,000		1,523,880
West Marine 2		86,000		891,820

	SHARES		VALUE
Consumer Discretionary (continued)
Specialty Retail (continued)
Wet Seal (The) Cl. A 2		87,579	$	391,478
				12,889,072
Textiles, Apparel & Luxury Goods - 1.4%
†China Xiniya Fashion ADR 1,2		40,000		116,800
J.G. Boswell Company 4		2,490		1,867,500
K-Swiss Cl. A 2		72,400		769,612
Movado Group		77,633		1,328,300
True Religion Apparel 2		15,000		436,200
				4,518,412
Total (Cost $29,213,765)				39,953,782
Consumer Staples – 3.1%
Beverages - 0.4%
Heckmann Corporation 1,2		200,000		1,208,000
Food & Staples Retailing - 0.1%
Winn-Dixie Stores 2		50,000		422,500
Food Products - 2.4%
Asian Citrus Holdings		1,060,000		968,434
Binggrae		9,700		561,282
BW Plantation		744,900		103,429
Farmer Bros. 1		51,400		521,196
Griffin Land & Nurseries		46,473		1,509,908
Origin Agritech 2		121,488		483,522
Seneca Foods Cl. A 2		51,400		1,314,812
Seneca Foods Cl. B 2		42,500		1,060,800
Westway Group 2		220,000		1,067,000
				7,590,383
Household Products - 0.1%
Oil-Dri Corporation of America		10,000		214,200
Personal Products - 0.1%
Schiff Nutrition International Cl. A		27,803		311,116
Total (Cost $7,945,225)				9,746,199
Energy – 4.4%
Energy Equipment & Services - 3.6%
CE Franklin 2		37,750		362,778
Dawson Geophysical 2		53,213		1,817,224
Global Geophysical Services 2		35,000		623,000
Gulf Island Fabrication		29,116		939,864
Lamprell		202,400		1,226,056
North American Energy Partners 2		50,000		383,000
OYO Geospace 2		7,130		713,000
Pason Systems		139,200		2,098,572
Pioneer Drilling 2		57,500		876,300
†SinoTech Energy ADR 1,2		103,200		427,248
Tesco Corporation 2		50,000		970,500
Willbros Group 2		131,100		1,119,594
				11,557,136
Oil, Gas & Consumable Fuels - 0.8%
Approach Resources 2		12,000		272,040
BPZ Resources 1,2		164,000		537,920
Credo Petroleum 1,2		98,000		918,260
GeoMet 1,2		75,000		88,500

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 35

Royce Micro-Cap Trust

   Schedule of Investments

	SHARES		VALUE
Energy (continued)
Oil, Gas & Consumable Fuels (continued)
† Uranerz Energy 1,2		29,000	$	87,580
VAALCO Energy 2		98,900		595,378
				2,499,678
Total (Cost $8,727,847)				14,056,814
Financials – 16.9%
Capital Markets - 7.4%
ASA Gold and Precious Metals		30,000		858,000
BKF Capital Group 2,4		130,200		165,354
Cohen & Steers		27,900		924,885
Cowen Group Cl. A 1,2		367,834		1,383,056
Diamond Hill Investment Group		34,479		2,802,798
Duff & Phelps Cl. A		50,000		641,500
Edelman Financial Group (The)		209,000		1,649,010
Epoch Holding Corporation		196,500		3,507,525
FBR & Company 2		326,600		1,110,440
Fiera Sceptre		78,000		586,345
INTL FCStone 1,2		24,910		603,071
JZ Capital Partners		343,999		2,186,750
MVC Capital		126,200		1,669,626
NGP Capital Resources		99,225		813,645
Queen City Investments 4		948		933,780
U.S. Global Investors Cl. A		91,500		658,800
Urbana Corporation 2		237,600		305,484
Virtus Investment Partners 2		45,000		2,731,500
				23,531,569
Commercial Banks - 2.0%
BCB Holdings 2		806,207		698,718
Chemung Financial		40,000		916,000
Commercial National Financial		20,000		385,000
Fauquier Bankshares		135,800		1,655,402
Financial Institutions		36,000		591,120
First Bancorp		40,200		597,372
LCNB Corporation		30,000		357,600
Mechanics Bank		5		58,000
Orrstown Financial Services		12,700		334,137
Peapack-Gladstone Financial		64,316		757,643
				6,350,992
Consumer Finance - 0.1%
World Acceptance 2		6,900		452,433
Diversified Financial Services - 0.9%
Banca Finnat Euramerica		1,010,118		637,611
Bolsa Mexicana de Valores		300,000		602,639
†Gain Capital Holdings 1,2		25,000		170,250
PICO Holdings 2		45,700		1,325,300
				2,735,800
Insurance - 1.5%
Hilltop Holdings 2		101,400		896,376
Independence Holding		95,800		1,000,152
Presidential Life		188,100		1,963,764
SeaBright Holdings		102,000		1,009,800
				4,870,092

	SHARES		VALUE
Financials (continued)
Real Estate Investment Trusts (REITs) - 1.3%
Colony Financial		139,717	$	2,524,686
PennyMac Mortgage Investment Trust		80,000		1,325,600
Vestin Realty Mortgage II 2		214,230		297,780
				4,148,066
Real Estate Management & Development - 2.9%
Consolidated-Tomoka Land		57,506		1,644,672
IFM Investments ADR 2		58,885		86,561
Kennedy-Wilson Holdings		465,358		5,700,635
Tejon Ranch 2		44,985		1,533,988
ZipRealty 2		25,000		57,500
				9,023,356
Thrifts & Mortgage Finance - 0.8%
Alliance Bancorp, Inc. of Pennsylvania		41,344		453,957
BofI Holding 1,2		88,362		1,273,296
CFS Bancorp		75,000		402,750
HopFed Bancorp		56,100		443,751
				2,573,754
Total (Cost $49,830,059)				53,686,062
Health Care – 7.1%
Biotechnology - 0.3%
3SBio ADR 2		26,280		458,060
Vical 1,2		120,000		494,400
				952,460
Health Care Equipment & Supplies - 4.0%
Allied Healthcare Products 2		226,798		898,120
Atrion Corporation		6,500		1,285,700
CryoLife 2		50,573		283,209
DynaVox Cl. A 2		20,000		152,000
Exactech 2		121,000		2,179,210
Hansen Medical 1,2		320,000		1,091,200
Kensey Nash 1,2		42,078		1,061,628
Medical Action Industries 2		125,250		1,020,787
NMT Medical 2,4		118,500		972
STRATEC Biomedical Systems		14,000		622,036
Syneron Medical 1,2		69,200		839,396
Theragenics Corporation 2		306,900		540,144
Utah Medical Products		42,300		1,110,798
Young Innovations		61,450		1,752,554
				12,837,754
Health Care Providers & Services - 0.8%
Gentiva Health Services 2		23,000		479,090
LHC Group 2		14,800		341,288
PDI 1,2		65,383		463,566
PharMerica Corporation 2		40,000		510,400
Psychemedics Corporation		37,500		356,625
U.S. Physical Therapy		10,000		247,300
				2,398,269
Health Care Technology - 0.3%
Transcend Services 2		37,200		1,093,308
Life Sciences Tools & Services - 0.9%
EPS		710		1,671,671
Furiex Pharmaceuticals 2		23,758		422,655

36 | 2011 Semiannual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

June 30, 2011 (unaudited)

	SHARES		VALUE
Health Care (continued)
Life Sciences Tools & Services (continued)
PAREXEL International 2		28,800	$	678,528
				2,772,854
Pharmaceuticals - 0.8%
Adolor Corporation 2		460,500		916,395
Bukwang Pharmaceutical		44,700		495,840
Daewoong Pharmaceutical		11,904		428,005
Hi-Tech Pharmacal 1,2		21,700		627,781
				2,468,021
Total (Cost $17,782,065)				22,522,666
Industrials – 25.9%
Aerospace & Defense - 1.8%
Ducommun		72,100		1,483,097
HEICO Corporation		52,500		2,873,850
Innovative Solutions and Support 2		100,000		547,000
SIFCO Industries		45,800		748,830
				5,652,777
Air Freight & Logistics - 0.6%
Forward Air		50,700		1,713,153
Pacer International 2		35,000		165,200
				1,878,353
Building Products - 3.4%
AAON		109,500		2,391,480
American Woodmark		72,000		1,247,040
Apogee Enterprises		57,900		741,699
Burnham Holdings Cl. A 4		113,000		1,610,250
Griffon Corporation 2		89,500		902,160
NCI Building Systems 2		8,400		95,676
Sung Kwang Bend		28,000		578,214
Trex Company 1,2		90,000		2,203,200
WaterFurnace Renewable Energy		48,400		1,114,086
				10,883,805
Commercial Services & Supplies - 2.7%
CompX International Cl. A		107,500		1,416,850
Courier Corporation		30,450		336,473
Heritage-Crystal Clean 2		113,301		2,173,113
Interface Cl. A		27,000		522,990
Team 2		107,040		2,582,875
US Ecology		82,000		1,402,200
				8,434,501
Construction & Engineering - 0.9%
Comfort Systems USA		27,096		287,488
Integrated Electrical Services 2		305,090		957,983
MYR Group 2		28,500		666,900
Pike Electric 2		73,900		653,276
Sterling Construction 2		25,000		344,250
				2,909,897
Electrical Equipment - 2.7%
AZZ		18,247		835,713
Deswell Industries		564,371		1,636,676
Encore Wire		15,000		363,300
Fushi Copperweld 2		204,063		1,169,281
Jinpan International		124,124		1,387,706

	SHARES		VALUE
Industrials (continued)
Electrical Equipment (continued)
LSI Industries		79,812	$	633,707
Powell Industries 2		40,600		1,481,900
Preformed Line Products		16,000		1,138,880
				8,647,163
Industrial Conglomerates - 1.0%
Raven Industries		58,400		3,253,464
Machinery - 6.8%
Armstrong Industrial		2,166,800		611,654
Cascade Corporation		8,600		409,102
CIRCOR International		14,000		599,620
Columbus McKinnon 2		26,050		467,858
Eastern Company (The)		39,750		637,987
FAG Bearings India		23,700		631,554
Force Protection 2		126,700		629,066
Foster (L.B.) Company Cl. A		69,700		2,293,827
FreightCar America 2		42,900		1,087,086
Graham Corporation		46,100		940,440
Hurco Companies 2		45,966		1,480,565
NN 2		114,300		1,709,928
PMFG 2		143,800		2,854,430
Semperit AG Holding		12,500		623,499
Sun Hydraulics		58,925		2,816,615
Tennant Company		92,300		3,685,539
				21,478,770
Professional Services - 3.5%
Acacia Research-Acacia Technologies 2		23,500		862,215
Advisory Board (The) 2		41,400		2,396,232
CBIZ 2		47,000		345,920
Exponent 2		58,400		2,540,984
GP Strategies 2		41,385		565,319
Heidrick & Struggles International		20,000		452,800
JobStreet Corporation		50,000		48,518
Kforce 2		60,000		784,800
On Assignment 2		41,100		404,013
SFN Group 2		300,000		2,727,000
				11,127,801
Road & Rail - 1.7%
Frozen Food Express Industries 2		157,000		560,490
Patriot Transportation Holding 2		111,681		2,498,304
Universal Truckload Services 2		134,200		2,298,846
				5,357,640
Trading Companies & Distributors - 0.8%
Aceto Corporation		72,219		484,590
Houston Wire & Cable		67,375		1,047,681
Lawson Products		50,269		988,791
				2,521,062
Total (Cost $54,212,842)				82,145,233
Information Technology – 18.8%
Communications Equipment - 1.1%
Anaren 2		8,000		170,000
Bel Fuse Cl. A		67,705		1,570,756
Cogo Group 2		104,275		556,829

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 37

Royce Micro-Cap Trust

   Schedule of Investments

	SHARES		VALUE
Information Technology (continued)
Communications Equipment (continued)
PC-Tel 2		44,100	$	285,768
Zhone Technologies 2		316,320		749,678
				3,333,031
Computers & Peripherals - 1.5%
Imation Corporation 2		112,312		1,060,225
Intevac 2		31,400		320,594
Rimage Corporation		79,200		1,063,656
Super Micro Computer 2		55,754		897,082
TransAct Technologies 2		78,600		919,620
Xyratex 2		31,500		323,190
				4,584,367
Electronic Equipment, Instruments & Components - 6.1%
Agilysys 2		90,000		750,600
Diguang International Development 2		230,000		4,600
Diploma		50,000		301,105
Domino Printing Sciences		80,000		875,685
Frequency Electronics 2		115,000		1,092,500
Hana Microelectronics		500,000		379,826
Hollysys Automation Technologies 2		252,100		2,349,572
Inficon Holding		3,600		751,942
Mercury Computer Systems 2		20,900		390,412
Mesa Laboratories		48,267		1,528,133
Methode Electronics		28,400		329,724
Newport Corporation 2		80,900		1,469,953
Park Electrochemical		15,400		430,430
Pulse Electronics		150,000		663,000
Research Frontiers 1,2		30,150		137,786
Richardson Electronics		250,900		3,409,731
Rogers Corporation 2		58,400		2,698,080
TTM Technologies 2		114,400		1,832,688
				19,395,767
Internet Software & Services - 1.1%
†Bitauto Holdings ADR 1,2		50,000		390,000
CryptoLogic 1,2		88,300		131,567
Marchex Cl. B		95,000		843,600
Support.com 2		215,000		1,032,000
WebMediaBrands 2		525,000		703,500
World Energy Solutions 1,2		72,920		306,264
				3,406,931
IT Services - 4.9%
Cass Information Systems		15,000		566,400
Computer Task Group 2		161,100		2,121,687
Forrester Research		54,900		1,809,504
iGATE Corporation 1,2		81,200		1,325,184
Innodata Isogen 2		593,832		1,573,655
Integral Systems 2		123,000		1,496,910
Sapient Corporation 2		350,000		5,260,500
Tier Technologies 1,2		181,980		909,900
Yucheng Technologies 2		138,244		452,058
				15,515,798
Semiconductors & Semiconductor Equipment - 1.5%
Advanced Analogic Technologies 2		80,000		484,400
† Amtech Systems 1,2		12,200		251,808

	SHARES		VALUE
Information Technology (continued)
Semiconductors & Semiconductor Equipment (continued)
Exar Corporation 2		311,208	$	1,969,947
Himax Technologies ADR		118,968		261,729
Integrated Silicon Solution 2		93,000		899,310
PLX Technology 2		110,000		381,700
Rudolph Technologies 2		58,900		630,819
				4,879,713
Software - 2.6%
ACI Worldwide 2		69,600		2,350,392
Actuate Corporation 2		210,800		1,233,180
American Software Cl. A		67,200		558,432
Fundtech		73,500		1,467,060
Pegasystems		49,000		2,280,950
S1 Corporation 2		60,000		448,800
				8,338,814
Total (Cost $38,345,174)				59,454,421
Materials – 8.9%
Chemicals - 2.4%
Balchem Corporation		63,375		2,774,558
Hawkins		54,697		1,981,125
Landec Corporation 2		60,300		397,980
Quaker Chemical		53,700		2,309,637
				7,463,300
Construction Materials - 0.8%
Ash Grove Cement 4		8,000		1,280,000
Monarch Cement		52,303		1,297,114
				2,577,114
Metals & Mining - 4.9%
AuRico Gold 2		74,636		820,250
Aurizon Mines 2		47,000		262,730
Central Steel & Wire 4		1,088		690,880
Chesapeake Gold 2		20,000		226,865
Endeavour Mining 1,2		618,200		1,480,680
Endeavour Mining (Warrants) 2		50,000		31,106
Exeter Resource 2		140,000		585,200
Extorre Gold Mines 2		140,000		1,790,600
Haynes International		11,400		706,002
Horsehead Holding Corporation 2		43,700		582,084
MAG Silver 2		74,750		746,005
Materion Corporation 2		27,000		998,190
Midway Gold 1,2		345,000		676,200
Minefinders Corporation 1,2		36,000		468,360
Northgate Minerals 2		270,000		702,000
RTI International Metals 2		25,000		959,250
Seabridge Gold 2		16,700		471,107
Sprott Resource 2		104,400		496,860
Synalloy Corporation 2		58,200		789,774
Universal Stainless & Alloy Products 1,2		36,299		1,697,341
Victoria Gold 2		200,000		124,423
Vista Gold 1,2		50,000		141,500
				15,447,407
Paper & Forest Products - 0.8%
Pope Resources L.P.		51,205		2,330,339

38 | 2011 Semiannual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

June 30, 2011 (unaudited)

	SHARES		VALUE
Materials (continued)
Paper & Forest Products (continued)
† QX Paper 3		1,500,000	$	198,543
				2,528,882
Total (Cost $16,655,110)				28,016,703
Telecommunication Services – 0.5%
Diversified Telecommunication Services - 0.5%
Neutral Tandem 2		90,000		1,567,800
Total (Cost $1,163,871)				1,567,800
Utilities – 0.1%
Independent Power Producers & Energy Traders - 0.1%
China Hydroelectric ADS 1,2		83,100		339,048
Total (Cost $664,490)				339,048
Miscellaneous5 – 4.0%
Total (Cost $13,021,512)				12,781,197
TOTAL COMMON STOCKS
(Cost $237,561,960)				324,269,925
PREFERRED STOCK – 0.4%
Seneca Foods Conv.2,4
(Cost $578,719)		45,409		1,156,113

	VALUE
REPURCHASE AGREEMENT – 16.6%
Fixed Income Clearing Corp., 0.01% dated 6/30/11, due 7/1/11, maturity value $52,666,015 (collateralized by obligations of various U.S. Government Agencies, 1.00% due 4/30/12, valued at $53,984,275) (Cost $52,666,000)	$	52,666,000
COLLATERAL RECEIVED FOR SECURITIES LOANED – 3.4%
Money Market Funds
Federated Government Obligations Fund
(7 day yield-0.009864%)
(Cost $10,869,503)		10,869,503
TOTAL INVESTMENTS – 122.7%
(Cost $301,676,182)		388,961,541
LIABILITIES LESS CASH
AND OTHER ASSETS – (3.8)%		(12,013,716	)
PREFERRED STOCK – (18.9)%		(60,000,000	)
NET ASSETS APPLICABLE TO COMMON
STOCKHOLDERS – 100.0%	$	316,947,825

†	New additions in 2011.
1	All or a portion of these securities were on loan at June 30, 2011. Total market value of loaned securities at June 30, 2011, was $10,560,798.
2	Non-income producing.
3	Securities for which market quotations are not readily available represent 0.1% of net assets. These securities have been valued at their fair value under procedures approved by the Fund's Board of Directors. These securities are defined as Level 3 securities due to the use of significant unobservable inputs in the determination of fair value. See Notes to Financial Statements.
4	These securities are defined as Level 2 securities due to fair value being based on quoted prices for similar securities. See Notes to Financial Statements.
5	Includes securities first acquired in 2011 and less than 1% of net assets applicable to Common Stockholders.
	Bold indicates the Fund's 20 largest equity holdings in terms of June 30, 2011, market value.
	TAX INFORMATION: The cost of total investments for Federal income tax purposes was $302,239,388. At June 30, 2011, net unrealized appreciation for all securities was $86,722,153, consisting of aggregate gross unrealized appreciation of $114,347,581 and aggregate gross unrealized depreciation of $27,625,428. The primary difference between book and tax basis cost is the timing of the recognition of losses on securities sold.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 39

Royce Micro-Cap Trust	June 30, 2011 (unaudited)
Statement of Assets and Liabilities

ASSETS:
Total investments at value (including collateral on loaned securities)	$	336,295,541
Repurchase agreements (at cost and value)		52,666,000
Cash and foreign currency		3,777
Receivable for investments sold		143,405
Receivable for dividends and interest		306,749
Prepaid expenses and other assets		24,538
Total Assets		389,440,010
LIABILITIES:
Payable for collateral on loaned securities		10,869,503
Payable for investments purchased		1,219,389
Payable for investment advisory fee		203,522
Preferred dividends accrued but not yet declared		80,000
Accrued expenses		119,771
Total Liabilities		12,492,185
PREFERRED STOCK:
6.00% Cumulative Preferred Stock - $0.001 par value, $25 liquidation value per share; 2,400,000 shares outstanding		60,000,000
Total Preferred Stock		60,000,000
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS	$	316,947,825
ANALYSIS OF NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Common Stock paid-in capital - $0.001 par value per share; 27,823,031 shares outstanding (150,000,000 shares authorized)	$	229,856,846
Undistributed net investment income (loss)		(1,328,983	)
Accumulated net realized gain (loss) on investments and foreign currency		9,911,219
Net unrealized appreciation (depreciation) on investments and foreign currency		87,273,829
Unallocated and accrued distributions		(8,765,086	)
Net Assets applicable to Common Stockholders (net asset value per share - $11.39)	$	316,947,825
Investments at identified cost (including $10,869,503 of collateral on loaned securities)	$	249,010,182
Market value of loaned securities		10,560,798

40 | 2011 Semiannual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

Royce Micro-Cap Trust	Six Months Ended June 30, 2011 (unaudited)
Statement of Operations

INVESTMENT INCOME:
Income:
Dividends1	$	1,649,476
Interest		8,812
Securities lending		50,572
Total income		1,708,860
Expenses:
Investment advisory fees		1,125,541
Stockholder reports		58,241
Custody and transfer agent fees		55,303
Professional fees		33,042
Directors' fees		31,872
Administrative and office facilities		17,870
Other expenses		30,163
Total expenses		1,352,032
Compensating balance credits		(11	)
Net expenses		1,352,021
Net investment income (loss)		356,839
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss):
Investments		7,050,577
Foreign currency transactions		(9,291	)
Net change in unrealized appreciation (depreciation):
Investments and foreign currency translations		3,412,535
Other assets and liabilities denominated in foreign currency		35,868
Net realized and unrealized gain (loss) on investments and foreign currency		10,489,689
NET INCREASE (DECREASE) IN NET ASSETS FROM INVESTMENT OPERATIONS		10,846,528
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS		(1,800,000	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS FROM INVESTMENT OPERATIONS	$	9,046,528

¹ Net of foreign withholding tax of $32,922.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 41

Royce Micro-Cap Trust

   Statement of Changes in Net Assets Applicable to Common Stockholders

	Six months ended 6/30/11 (unaudited)			Year ended 12/31/10
INVESTMENT OPERATIONS:
Net investment income (loss)	$	356,839		$	2,194,992
Net realized gain (loss) on investments and foreign currency		7,041,286			43,946,229
Net change in unrealized appreciation (depreciation) on investments and foreign currency		3,448,403			26,663,923
Net increase (decrease) in net assets from investment operations		10,846,528			72,805,144
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net investment income		–			(2,832,980	)
Net realized gain on investments and foreign currency		–			(767,020	)
Unallocated distributions1		(1,800,000	)		–
Total distributions to Preferred Stockholders		(1,800,000	)		(3,600,000	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS
FROM INVESTMENT OPERATIONS		9,046,528			69,205,144
DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net investment income		–			(1,720,810	)
Net realized gain on investments and foreign currency		–			(465,903	)
Unallocated distributions1		(6,885,086	)		–
Total distributions to Common Stockholders		(6,885,086	)		(2,186,713	)
CAPITAL STOCK TRANSACTIONS:
Reinvestment of distributions to Common Stockholders		3,507,568			1,104,264
Total capital stock transactions		3,507,568			1,104,264
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS		5,669,010			68,122,695
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Beginning of period		311,278,815			243,156,120
End of period (including undistributed net investment income (loss) of $(1,328,983) at 6/30/11 and $(1,685,821) at 12/31/10)	$	316,947,825		$	311,278,815

¹ To be allocated to net investment income, net realized gains and/or return of capital at year end.

42 | 2011 Semiannual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

Royce Micro-Cap Trust

   Financial Highlights

This table is presented to show selected data for a share of Common Stock outstanding throughout each period, and to assist stockholders in evaluating the Fund's performance for the periods presented.

	Six months ended June 30, 2011 (unaudited)
				Years ended December 31,
				2010			2009			2008			2007			2006
NET ASSET VALUE, BEGINNING OF PERIOD	$	11.34		$	8.90		$	6.39		$	13.48		$	14.77		$	13.43
INVESTMENT OPERATIONS:
Net investment income (loss)		0.01			0.08			0.00			0.02			(0.00	)		0.01
Net realized and unrealized gain (loss) on investments and foreign currency		0.38			2.58			2.88			(5.70	)		0.24			3.04
Total investment operations		0.39			2.66			2.88			(5.68	)		0.24			3.05
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net investment income		–			(0.10	)		(0.04	)		(0.01	)		(0.01	)		(0.02	)
Net realized gain on investments and foreign currency		–			(0.03	)		–			(0.13	)		(0.14	)		(0.14	)
Return of capital		–			–			(0.09	)		–			–			–
Unallocated distributions1		(0.07	)		–			–			–			–			–
Total distributions to Preferred Stockholders		(0.07	)		(0.13	)		(0.13	)		(0.14	)		(0.15	)		(0.16	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS FROM INVESTMENT OPERATIONS		0.32			2.53			2.75			(5.82	)		0.09			2.89
DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net investment income		–			(0.06	)		–			(0.09	)		(0.08	)		(0.20	)
Net realized gain on investments and foreign currency		–			(0.02	)		–			(0.83	)		(1.27	)		(1.35	)
Return of capital		–			–			(0.22	)		(0.27	)		–			–
Unallocated distributions1		(0.25	)		–			–			–			–			–
Total distributions to Common Stockholders		(0.25	)		(0.08	)		(0.22	)		(1.19	)		(1.35	)		(1.55	)
CAPITAL STOCK TRANSACTIONS:
Effect of reinvestment of distributions by Common Stockholders		(0.02	)		(0.01	)		(0.02	)		(0.08	)		(0.03	)		(0.00	)
Total capital stock transactions		(0.02	)		(0.01	)		(0.02	)		(0.08	)		(0.03	)		(0.00	)
NET ASSET VALUE, END OF PERIOD	$	11.39		$	11.34		$	8.90		$	6.39		$	13.48		$	14.77
MARKET VALUE, END OF PERIOD	$	9.86		$	9.80		$	7.37		$	5.62		$	11.94		$	16.57
TOTAL RETURN:2
Market Value		3.29	%3		34.10	%		37.91	%		(45.84	)%		(20.54	)%		26.72	%
Net Asset Value		3.12	%3		28.50	%		46.47	%		(45.45	)%		0.64	%		22.46	%
RATIOS BASED ON AVERAGE NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Total expenses4,5		0.86	%6		1.12	%		1.59	%		1.55	%		1.56	%		1.64	%
Investment advisory fee expense7		0.72	%6		0.97	%		1.38	%		1.39	%		1.44	%		1.49	%
Other operating expenses		0.14	%6		0.15	%		0.21	%		0.16	%		0.12	%		0.15	%
Net investment income (loss)		0.23	%6		0.84	%		0.02	%		0.15	%		(0.07	)%		0.05	%
SUPPLEMENTAL DATA:
Net Assets Applicable to Common Stockholders, End of Period (in thousands)	$	316,948		$	311,279		$	243,156		$	169,854		$	331,476		$	343,682
Liquidation Value of Preferred Stock,
End of Period (in thousands)	$	60,000		$	60,000		$	60,000		$	60,000		$	60,000		$	60,000
Portfolio Turnover Rate		13	%		27	%		30	%		42	%		41	%		34	%
PREFERRED STOCK:
Total shares outstanding		2,400,000			2,400,000			2,400,000			2,400,000			2,400,000			2,400,000
Asset coverage per share	$	157.06		$	154.70		$	126.32		$	95.77		$	163.11		$	168.20
Liquidation preference per share	$	25.00		$	25.00		$	25.00		$	25.00		$	25.00		$	25.00
Average month-end market value per share	$	25.21		$	25.11		$	23.47		$	23.08		$	24.06		$	24.15

1	To be allocated to net investment income, net realized gains and/or return of capital at year end.
2	The Market Value Total Return is calculated assuming a purchase of Common Stock on the opening of the first business day and a sale on the closing of the last business day of each period reported. Dividends and distributions are assumed for the purposes of this calculation to be reinvested at prices obtained under the Fund's Distribution Reinvestment and Cash Purchase Plan. Net Asset Value Total Return is calculated on the same basis, except that the Fund's net asset value is used on the purchase and sale dates instead of market value.
3	Not annualized
4	Expense ratios based on total average net assets including liquidation value of Preferred Stock were 0.72%, 0.91%, 1.21%, 1.26%, 1.33% and 1.38% for the periods ended June 30, 2011, and December 31, 2010, 2009, 2008, 2007 and 2006, respectively.
5	Expense ratios based on average net assets applicable to Common Stockholders before waiver of fees by the investment adviser would have been 1.17%, 1.74% and 1.58% for the years ended December 31, 2010, 2009 and 2008, respectively; before waiver of fees and after earnings credits would have been 0.86%, 1.17%, 1.74%, 1.58%, 1.56% and 1.64% for the periods ended June 30, 2011, and December 31, 2010, 2009, 2008, 2007 and 2006, respectively.
6	Annualized
7	The investment advisory fee is calculated based on average net assets over a rolling 36-month basis, while the above ratios of investment advisory fee expenses are based on the average net assets applicable to Common Stockholders over a 12-month basis.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 43

Royce Micro-Cap Trust

   Notes to Financial Statements (unaudited)

Summary of Significant Accounting Policies:
     Royce Micro-Cap Trust, Inc. (the “Fund”), was incorporated under the laws of the State of Maryland on September 9, 1993, as a diversified closed-end investment company. The Fund commenced operations on December 14, 1993.
     The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.
     Under the Fund’s organizational documents, the officers and directors are indemnified against certain liabilities that may arise out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

Valuation of Investments:
     Securities are valued as of the close of trading on the New York Stock Exchange (NYSE) (generally 4:00 p.m. Eastern time) on the valuation date. Securities that trade on an exchange, and securities traded on Nasdaq's Electronic Bulletin Board, are valued at their last reported sales price or Nasdaq official closing price taken from the primary market in which each security trades or, if no sale is reported for such day, at their bid price. Other over-the-counter securities for which market quotations are readily available are valued at their highest bid price, except in the case of some bonds and other fixed income securities which may be valued by reference to other securities with comparable ratings, interest rates and maturities, using established independent pricing services. The Fund values its non-U.S. dollar denominated securities in U.S. dollars daily at the prevailing foreign currency exchange rates as quoted by a major bank. Securities for which market quotations are not readily available are valued at their fair value under procedures approved by the Fund’s Board of Directors. In addition, if, between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. The Fund uses an independent pricing service to provide fair value estimates for relevant non-U.S. equity securities on days when the U.S. market volatility exceeds a certain threshold. This pricing service uses proprietary correlations it has developed between the movement of prices of non-U.S. equity securities and indices of U.S.-traded securities, futures contracts and other indications to estimate the fair value of relevant non-U.S. securities. When fair value pricing is employed, the prices of securities used by the Fund may differ from quoted or published prices for the same security. Investments in money market funds are valued at net asset value per share.

      Various inputs are used in determining the value of the Fund’s investments, as noted above. These inputs are summarized in the three broad levels below:

Level	1 – quoted prices in active markets for identical securities.
Level	2 – other significant observable inputs (including quoted prices for similar securities, foreign securities that may be fair valued and repurchase agreements). The table below includes all Level 2 securities. Any Level 2 securities with values based on quoted prices for similar securities would be noted in the Schedule of Investments.
Level	3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

     The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
     The following is a summary of the inputs used to value the Fund’s investments as of June 30, 2011. For a detailed breakout of common stocks by sector classification, please refer to the Schedule of Investments.

		Level 1		Level 2		Level 3		Total
Common stocks	$	286,239,391	$	37,795,804	$	234,730	$	324,269,925
Preferred stocks		–		1,156,113		–		1,156,113
Cash equivalents		10,869,503		52,666,000		–		63,535,503
Level 3 Reconciliation:

									Realized and Unrealized Gain (Loss)1
	Balance as of 12/31/10		Purchases		Transfers Out							Balance as of 6/30/11
							Sales
Common stocks	$	36,229	$	459,067	$	–	$	–	$	(260,566	)	$	234,730

¹  The net change in unrealized appreciation (depreciation) is included in the accompanying Statement of Operations. Change in unrealized appreciation (depreciation) includes net unrealized appreciation (depreciation) resulting from changes in investment values during the reporting period and the reversal of previously recorded unrealized appreciation (depreciation) when gains or losses are realized. Net realized gain (loss) from investments and foreign currency transactions is included in the accompanying Statement of Operations.

44 | 2011 Semiannual Report to Stockholders

Royce Micro-Cap Trust

   Notes to Financial Statements (unaudited) (continued)

Repurchase Agreements:
     The Fund may enter into repurchase agreements with institutions that the Fund’s investment adviser has determined are creditworthy. The Fund restricts repurchase agreements to maturities of no more than seven days. Securities pledged as collateral for repurchase agreements, which are held until maturity of the repurchase agreements, are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). Repurchase agreements could involve certain risks in the event of default or insolvency of the counter-party, including possible delays or restrictions upon the ability of the Fund to dispose of its underlying securities.

Foreign Currency:
     Net realized foreign exchange gains or losses arise from sales and maturities of short-term securities, sales of foreign currencies, expiration of currency forward contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, including investments in securities at the end of the reporting period, as a result of changes in foreign currency exchange rates.

Securities Lending:
     The Fund loans securities to qualified institutional investors for the purpose of realizing additional income. Collateral for the Fund on all securities loaned is accepted in cash and cash equivalents and invested temporarily by the custodian. The collateral maintained is at least 100% of the current market value of the loaned securities. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund retains the risk of any loss on the securities on loan as well as incurring the potential loss on investments purchased with cash collateral received for securities lending.

Taxes:
     As a qualified regulated investment company under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes substantially all of its taxable income for its fiscal year. The Schedule of Investments includes information regarding income taxes under the caption “Tax Information”.

Distributions:
     Commencing March 2011, the Fund pays quarterly distributions on the Fund’s Common Stock at the annual rate of 5% of the rolling average of the prior four calendar quarter-end NAVs of the Fund’s Common Stock, with the fourth quarter distribution being the greater of 1.25% of the rolling average or the distribution required by IRS regulations. Distributions to Preferred Stockholders are accrued daily and paid quarterly and distributions to Common Stockholders are recorded on ex-dividend date. Distributable capital gains and/or net investment income are first allocated to Preferred Stockholder distributions, with any excess allocable to Common Stockholders. If capital gains and/or net investment income are allocated to both Preferred and Common Stockholders, the tax character of such allocations is proportional. To the extent that distributions are not paid from long- term capital gains, net investment income or net short-term capital gains, they will represent a return of capital. Distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. Permanent book and tax differences relating to stockholder distributions will result in reclassifications within the capital accounts. Undistributed net investment income may include temporary book and tax basis differences, which will reverse in a subsequent period. Any taxable income or gain remaining undistributed at fiscal year end is distributed in the following year.

Investment Transactions and Related Investment Income:
     Investment transactions are accounted for on the trade date. Dividend income is recorded on the ex-dividend date. Non-cash dividend income is recorded at the fair market value of the securities received. Interest income is recorded on an accrual basis. Premium and discounts on debt securities are amortized using the effective yield-to-maturity method. Realized gains and losses from investment transactions are determined on the basis of identified cost for book and tax purposes.

Expenses:
     The Fund incurs direct and indirect expenses. Expenses directly attributable to the Fund are charged to the Fund’s operations, while expenses applicable to more than one of the Royce Funds are allocated equitably. Certain personnel, occupancy costs and other administrative expenses related to The Royce Funds are allocated by Royce & Associates, LLC (“Royce”) under an administration agreement and are included in administrative and office facilities and professional fees. The Fund has adopted a deferred fee agreement that allows the Directors to defer the receipt of all or a portion of directors’ fees otherwise payable. The deferred fees are invested in certain Royce Funds until distributed in accordance with the agreement.

Compensating Balance Credits:
     The Fund has an arrangement with its custodian bank, whereby a portion of the custodian's fee is paid indirectly by credits earned on the Fund's cash on deposit with the bank. This deposit arrangement is an alternative to purchasing overnight investments. Conversely, the Fund pays interest to the custodian on any cash overdrafts, to the extent they are not offset by credits earned on positive cash balances.

2011 Semiannual Report to Stockholders | 45

Royce Micro-Cap Trust

   Notes to Financial Statements (unaudited) (continued)

Capital Stock:
     The Fund issued 371,641 and 117,475 shares of Common Stock as reinvestment of distributions by Common Stockholders for the six months ended June 30, 2011, and the year ended December 31, 2010, respectively.
     At June 30, 2011, 2,400,000 shares of 6.00% Cumulative Preferred Stock were outstanding. The Fund, at its option, may redeem the Cumulative Preferred Stock, in whole or in part, at the redemption price. The Cumulative Preferred Stock is classified outside of permanent equity (net assets applicable to Common Stockholders) in the accompanying financial statements in accordance with accounting for redeemable equity instruments, that requires preferred securities that are redeemable for cash or other assets to be classified outside of permanent equity to the extent that the redemption is at a fixed or determinable price and at the option of the holder or upon the occurrence of an event that is not solely within the control of the issuer.
     The Fund is required to meet certain asset coverage tests with respect to the Cumulative Preferred Stock as required by the 1940 Act. In addition, pursuant to the Rating Agency Guidelines established by Moody’s, the Fund is required to maintain a certain discounted asset coverage. If the Fund fails to meet these requirements and does not correct such failure, the Fund may be required to redeem, in part or in full, the Cumulative Preferred Stock at a redemption price of $25.00 per share, plus an amount equal to the accumulated and unpaid dividends, whether or not declared on such shares, in order to meet these requirements. Additionally, failure to meet the foregoing asset coverage requirements could restrict the Fund's ability to pay dividends to Common Stockholders and could lead to sales of portfolio securities at inopportune times. The Fund has met these requirements since issuing the Cumulative Preferred Stock.

Investment Advisory Agreement:
     As compensation for its services under the Investment Advisory Agreement, Royce receives a fee comprised of a Basic Fee (“Basic Fee”) and an adjustment to the Basic Fee based on the investment performance of the Fund in relation to the investment record of the Russell 2000.
     The Basic Fee is a monthly fee equal to 1/12 of 1% (1% on an annualized basis) of the average of the Fund’s month-end net assets applicable to Common Stockholders, plus the liquidation value of Preferred Stock, for the rolling 36-month period ending with such month (the “performance period”). The Basic Fee for each month is increased or decreased at the rate of 1/12 of .05% for each percentage point that the investment performance of the Fund exceeds, or is exceeded by, the percentage change in the investment record of the Russell 2000 for the performance period by more than two percentage points. The performance period for each such month is a rolling 36-month period ending with such month. The maximum increase or decrease in the Basic Fee for any month may not exceed 1/12 of .5%. Accordingly, for each month, the maximum monthly fee rate as adjusted for performance is 1/12 of 1.5% and is payable if the investment performance of the Fund exceeds the percentage change in the investment record of the Russell 2000 by 12 or more percentage points for the performance period, and the minimum monthly fee rate as adjusted for performance is 1/12 of .5% and is payable if the percentage change in the investment record of the Russell 2000 exceeds the investment performance of the Fund by 12 or more percentage points for the performance period.
     Royce has voluntarily committed to waive the portion of its investment advisory fee attributable to an issue of the Fund’s Preferred Stock for any month in which the Fund’s average annual NAV total return since issuance of the Preferred Stock fails to exceed the applicable Preferred Stock's dividend rate.
     For the six rolling 36-month periods ended June 2011, the Fund’s investment performance ranged from 5% to 10% below the investment performance of the Russell 2000. Accordingly, the net investment advisory fee consisted of a Basic Fee of $1,517,526 and a net downward adjustment of $391,985 for the performance of the Fund relative to that of the Russell 2000. For the six months ended June 30, 2011, the Fund accrued and paid Royce investment advisory fees totaling $1,125,541.

Purchases and Sales of Investment Securities:
     For the six months ended June 30, 2011, the costs of purchases and proceeds from sales of investment securities, other than short-term securities and collateral received for securities loaned, amounted to $40,508,082 and $40,927,150, respectively.

46 | 2011 Semiannual Report to Stockholders

Royce Focus Trust	June 30, 2011 (unaudited)
Schedule of Investments

	SHARES		VALUE
COMMON STOCKS – 101.2%
Consumer Discretionary – 7.5%
Automobiles - 1.6%
Thor Industries	100,000	$	2,884,000
Specialty Retail - 5.9%
Buckle (The)	120,000		5,124,000
GameStop Corporation Cl. A 1	195,000		5,200,650
			10,324,650
Total (Cost $11,319,256)			13,208,650
Consumer Staples – 5.6%
Food Products - 4.3%
Cal-Maine Foods	75,000		2,397,000
Industrias Bachoco ADR	90,000		2,169,000
Sanderson Farms	65,000		3,105,700
			7,671,700
Personal Products - 1.3%
Nu Skin Enterprises Cl. A	60,000		2,253,000
Total (Cost $7,619,440)			9,924,700
Energy – 13.4%
Energy Equipment & Services - 11.1%
Ensco ADR	75,000		3,997,500
Helmerich & Payne	50,000		3,306,000
Pason Systems	150,000		2,261,393
Tesco Corporation 1	100,000		1,941,000
Trican Well Service	220,000		5,168,956
Unit Corporation 1	50,000		3,046,500
			19,721,349
Oil, Gas & Consumable Fuels - 2.3%
Exxon Mobil	50,000		4,069,000
Total (Cost $15,043,210)			23,790,349
Financials – 20.8%
Capital Markets - 14.3%
†Affiliated Managers Group 1	20,000		2,029,000
Ashmore Group	650,000		4,154,435
Franklin Resources	45,000		5,908,050
INTL FCStone 1	65,000		1,573,650
Knight Capital Group Cl. A 1	175,000		1,928,500
Partners Group Holding	10,000		1,769,880
Sprott	350,000		2,681,839
U.S. Global Investors Cl. A	147,849		1,064,513
Value Partners Group	4,800,000		4,125,542
			25,235,409
Diversified Financial Services - 0.8%
PICO Holdings 1	50,000		1,450,000
Insurance - 3.3%
Berkshire Hathaway Cl. B 1	75,000		5,804,250
Real Estate Management & Development - 2.4%
Kennedy-Wilson Holdings	349,170		4,277,333
Total (Cost $30,888,381)			36,766,992

	SHARES		VALUE
Health Care – 0.9%
Biotechnology - 0.9%
Myriad Genetics 1	70,000	$	1,589,700
Total (Cost $1,757,953)			1,589,700
Industrials – 9.0%
Building Products - 1.8%
Simpson Manufacturing	50,000		1,493,500
WaterFurnace Renewable Energy	70,000		1,611,281
			3,104,781
Construction & Engineering - 1.2%
Jacobs Engineering Group 1	50,000		2,162,500
Electrical Equipment - 1.1%
GrafTech International 1	100,000		2,027,000
Machinery - 3.8%
Lincoln Electric Holdings	50,000		1,792,500
Pfeiffer Vacuum Technology	15,000		1,880,873
Semperit AG Holding	60,000		2,992,798
			6,666,171
Road & Rail - 1.1%
Patriot Transportation Holding 1	90,000		2,013,300
Total (Cost $11,294,092)			15,973,752
Information Technology – 18.1%
Computers & Peripherals - 4.7%
†SanDisk Corporation 1	60,000		2,490,000
Western Digital 1	160,000		5,820,800
			8,310,800
Semiconductors & Semiconductor Equipment - 10.5%
Aixtron ADR 2	65,000		2,217,800
Analog Devices	142,000		5,557,880
MKS Instruments	160,000		4,227,200
†Teradyne 1	280,000		4,144,000
† Veeco Instruments 1,2	50,000		2,420,500
			18,567,380
Software - 2.9%
Microsoft Corporation	200,000		5,200,000
Total (Cost $30,368,842)			32,078,180
Materials – 25.9%
Chemicals - 4.0%
Mosaic Company (The)	60,000		4,063,800
†Westlake Chemical	60,000		3,114,000
			7,177,800
Metals & Mining - 21.9%
Alamos Gold	120,000		1,987,039
Allied Nevada Gold 1	160,000		5,659,200
Centamin Egypt 1	1,200,000		2,413,811
Endeavour Mining 1	1,100,000		2,634,662
Fresnillo	75,000		1,690,454
Major Drilling Group International	220,000		2,862,772
†Newmont Mining	60,000		3,238,200
Nucor Corporation	50,000		2,061,000
Pan American Silver	118,500		3,660,465

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 47

Royce Focus Trust	June 30, 2011 (unaudited)
Schedule of Investments

	SHARES		VALUE
Materials (continued)
Metals & Mining (continued)
Reliance Steel & Aluminum	75,000	$	3,723,750
Schnitzer Steel Industries Cl. A	75,000		4,320,000
Seabridge Gold 1	160,000		4,513,600
			38,764,953
Total (Cost $35,842,053)			45,942,753
TOTAL COMMON STOCKS
(Cost $144,133,227)			179,275,076
REPURCHASE AGREEMENT – 13.6%
Fixed Income Clearing Corp., 0.01% dated 6/30/11, due 7/1/11, maturity value $24,148,007 (collateralized by obligations of various U.S. Government Agencies, 0.45% due 7/1/11, valued at $24,751,725) (Cost $24,148,000)			24,148,000
COLLATERAL RECEIVED FOR SECURITIES LOANED – 1.0%
Money Market Funds
Federated Government Obligations Fund (7 day yield-0.009864%) (Cost $1,689,546)			1,689,546
TOTAL INVESTMENTS – 115.8%
(Cost $169,970,773)			205,112,622
LIABILITIES LESS CASH
AND OTHER ASSETS – (1.7)%			(3,050,367	)
PREFERRED STOCK – (14.1)%			(25,000,000	)
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS – 100.0%		$	177,062,255

†	New additions in 2011.
1	Non-income producing.
2	All or a portion of these securities were on loan at June 30, 2011. Total market value of loaned securities at June 30, 2011, was $1,678,953.
	Bold indicates the Fund's 20 largest equity holdings in terms of June 30, 2011, market value.
	TAX INFORMATION: The cost of total investments for Federal income tax purposes was $169,970,773. At June 30, 2011, net unrealized appreciation for all securities was $35,141,849, consisting of aggregate gross unrealized appreciation of $42,826,537 and aggregate gross unrealized depreciation of $7,684,688.

48 | 2011 Semiannual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

Royce Focus Trust	June 30, 2011 (unaudited)
Statement of Assets and Liabilities

ASSETS:
Total investments at value (including collateral on loaned securities)	$	180,964,622
Repurchase agreements (at cost and value)		24,148,000
Cash and foreign currency		36
Receivable for investments sold		1,788,452
Receivable for dividends and interest		138,684
Prepaid expenses and other assets		27,960
Total Assets		207,067,754
LIABILITIES:
Payable for collateral on loaned securities		1,689,546
Payable for investments purchased		3,053,033
Payable for investment advisory fee		161,674
Preferred dividends accrued but not yet declared		33,324
Accrued expenses		67,922
Total Liabilities		5,005,499
PREFERRED STOCK:
6.00% Cumulative Preferred Stock - $0.001 par value, $25 liquidation value per share; 1,000,000 shares outstanding		25,000,000
Total Preferred Stock		25,000,000
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS	$	177,062,255
ANALYSIS OF NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Common Stock paid-in capital - $0.001 par value per share; 20,073,105 shares outstanding (150,000,000 shares authorized)	$	131,248,399
Undistributed net investment income (loss)		(1,108,707	)
Accumulated net realized gain (loss) on investments and foreign currency		16,327,378
Net unrealized appreciation (depreciation) on investments and foreign currency		35,146,908
Unallocated and accrued distributions		(4,551,723	)
Net Assets applicable to Common Stockholders (net asset value per share - $8.82)	$	177,062,255
Investments at identified cost (including $1,689,546 of collateral on loaned securities)	$	145,822,773
Market value of loaned securities		1,678,953

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 49

Royce Focus Trust	Six Months Ended June 30, 2011 (unaudited)
Statement of Operations

INVESTMENT INCOME:
Income:
Dividends1	$	1,294,819
Interest		3,702
Securities lending		73,795
Total income		1,372,316
Expenses:
Investment advisory fees		1,011,068
Stockholder reports		36,057
Custody and transfer agent fees		32,143
Professional fees		20,424
Directors' fees		19,103
Administrative and office facilities		9,472
Other expenses		34,208
Total expenses		1,162,475
Compensating balance credits		(3	)
Net expenses		1,162,472
Net investment income (loss)		209,844
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss):
Investments		15,532,593
Foreign currency transactions		(19,712	)
Net change in unrealized appreciation (depreciation):
Investments and foreign currency translations		(8,805,394	)
Other assets and liabilities denominated in foreign currency		2,408
Net realized and unrealized gain (loss) on investments and foreign currency		6,709,895
NET INCREASE (DECREASE) IN NET ASSETS FROM INVESTMENT OPERATIONS		6,919,739
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS		(750,000	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS FROM INVESTMENT OPERATIONS	$	6,169,739

¹ Net of foreign withholding tax of $103,150.

50 | 2011 Semiannual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

Royce Focus Trust

   Statement of Changes in Net Assets Applicable to Common Stockholders

	Six months ended 6/30/11 (unaudited)			Year ended 12/31/10
INVESTMENT OPERATIONS:
Net investment income (loss)	$	209,844		$	(214,447	)
Net realized gain (loss) on investments and foreign currency		15,512,881			13,893,721
Net change in unrealized appreciation (depreciation) on investments and foreign currency		(8,802,986	)		18,614,471
Net increase (decrease) in net assets from investment operations		6,919,739			32,293,745
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net investment income		–			(941,621	)
Net realized gain on investments and foreign currency		–			(558,379	)
Unallocated distributions1		(750,000	)		–
Total distributions to Preferred Stockholders		(750,000	)		(1,500,000	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS FROM INVESTMENT OPERATIONS		6,169,739			30,793,745
DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net investment income		–			–
Net realized gain on investments and foreign currency		–			–
Unallocated distributions1		(3,768,391	)		–
Total distributions to Common Stockholders		(3,768,391	)		–
CAPITAL STOCK TRANSACTIONS:
Reinvestment of distributions to Common Stockholders		2,370,134			–
Total capital stock transactions		2,370,134			–
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS		4,771,482			30,793,745
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Beginning of period		172,290,773			141,497,028
End of period (including undistributed net investment income (loss) of $(1,108,707) at 6/30/11 and $(1,318,551) at 12/31/10)	$	177,062,255		$	172,290,773

¹ To be allocated to net investment income, net realized gains and/or return of capital at year end.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS. 2011 Semiannual Report to Stockholders | 51

Royce Focus Trust

   Financial Highlights

This table is presented to show selected data for a share of Common Stock outstanding throughout each period, and to assist stockholders in evaluating the Fund's performance for the periods presented.

	Six months ended June 30, 2011				Years ended December 31,
	(unaudited)			2010			2009			2008			2007			2006
NET ASSET VALUE, BEGINNING OF PERIOD	$	8.72		$	7.16		$	4.76		$	8.92		$	9.75		$	9.76
INVESTMENT OPERATIONS:
Net investment income (loss)		0.01			(0.01	)		0.03			0.07			0.15			0.16
Net realized and unrealized gain (loss) on investments and foreign currency		0.34			1.65			2.54			(3.67	)		1.12			1.50
Total investment operations		0.35			1.64			2.57			(3.60	)		1.27			1.66
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net investment income		–			(0.05	)		(0.08	)		(0.01	)		(0.02	)		(0.01	)
Net realized gain on investments and foreign currency		–			(0.03	)		–			(0.07	)		(0.07	)		(0.09	)
Unallocated distributions1		(0.04	)		–			–			–			–			–
Total distributions to Preferred Stockholders		(0.04	)		(0.08	)		(0.08	)		(0.08	)		(0.09	)		(0.10	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS FROM INVESTMENT OPERATIONS		0.31			1.56			2.49			(3.68	)		1.18			1.56
DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net investment income		–			–			(0.00	)		(0.07	)		(0.44	)		(0.20	)
Net realized gain on investments and foreign currency		–			–			–			(0.37	)		(1.57	)		(1.37	)
Return of capital		–			–			(0.09	)		(0.03	)		–			–
Unallocated distributions1		(0.19	)		–			–			–			–			–
Total distributions to Common Stockholders		(0.19	)		–			(0.09	)		(0.47	)		(2.01	)		(1.57	)
CAPITAL STOCK TRANSACTIONS:
Effect of reinvestment of distributions by Common Stockholders		(0.02	)		–			(0.00	)		(0.01	)		(0.00	)		(0.00	)
Total capital stock transactions		(0.02	)		–			(0.00	)		(0.01	)		(0.00	)		(0.00	)
NET ASSET VALUE, END OF PERIOD	$	8.82		$	8.72		$	7.16		$	4.76		$	8.92		$	9.75
MARKET VALUE, END OF PERIOD	$	7.79		$	7.57		$	6.33		$	4.60		$	8.97		$	10.68
TOTAL RETURN:2
Market Value		5.51	%3		19.59	%		40.84	%		(44.94	)%		3.02	%		30.50	%
Net Asset Value		3.71	%3		21.79	%		53.95	%		(42.71	)%		12.22	%		16.33	%
RATIOS BASED ON AVERAGE NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Total expenses4,5		1.31	%6		1.37	%		1.42	%		1.34	%		1.32	%		1.36	%
Investment advisory fee expense		1.14	%6		1.17	%		1.16	%		1.13	%		1.14	%		1.16	%
Other operating expenses		0.17	%6		0.20	%		0.26	%		0.21	%		0.18	%		0.20	%
Net investment income (loss)		0.24	%6		(0.15	)%		0.49	%		0.72	%		1.13	%		1.54	%
SUPPLEMENTAL DATA:
Net Assets Applicable to Common Stockholders, End of Period (in thousands)	$	177,062		$	172,291		$	141,497		$	92,550		$	165,807		$	158,567
Liquidation Value of Preferred Stock, End of Period (in thousands)	$	25,000		$	25,000		$	25,000		$	25,000		$	25,000		$	25,000
Portfolio Turnover Rate		22	%		36	%		46	%		51	%		62	%		30	%
PREFERRED STOCK:
Total shares outstanding		1,000,000			1,000,000			1,000,000			1,000,000			1,000,000			1,000,000
Asset coverage per share	$	202.06		$	197.29		$	166.48		$	117.55		$	190.81		$	183.57
Liquidation preference per share	$	25.00		$	25.00		$	25.00		$	25.00		$	25.00		$	25.00
Average month-end market value per share	$	25.42		$	25.38		$	23.56		$	22.89		$	24.37		$	24.98

1	To be allocated to net investment income, net realized gains and/or return of capital at year end.
2	The Market Value Total Return is calculated assuming a purchase of Common Stock on the opening of the first business day and a sale on the closing of the last business day of each period reported. Dividends and distributions are assumed for the purposes of this calculation to be reinvested at prices obtained under the Fund's Distribution Reinvestment and Cash Purchase Plan. Net Asset Value Total Return is calculated on the same basis, except that the Fund's net asset value is used on the purchase and sale dates instead of market value.
3	Not annualized
4	Expense ratios based on total average net assets including liquidation value of Preferred Stock were 1.15% 1.17%, 1.16%, 1.14%, 1.15% and 1.17% for the periods ended June 30, 2011, and December 31, 2010, 2009, 2008, 2007 and 2006, respectively.
5	Expense ratios based on average net assets applicable to Common Stockholders before waiver of fees by the investment adviser would have been 1.48% and 1.39% for the years ended December 31, 2009 and 2008, respectively; before waiver of fees and after earnings credits would have been 1.31%, 1.37%, 1.48%, 1.39%, 1.31% and 1.36% for the periods ended June 30, 2011, and December 31, 2010, 2009, 2008, 2007 and 2006, respectively.
6	Annualized

52 | 2011 Semiannual Report to Stockholders THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

Royce Focus Trust

   Notes to Financial Statements (unaudited)

Summary of Significant Accounting Policies:
     Royce Focus Trust, Inc. (the “Fund”), is a diversified closed-end investment company incorporated under the laws of the State of Maryland. The Fund commenced operations on March 2, 1988, and Royce & Associates, LLC (“Royce”) assumed investment management responsibility for the Fund on November 1, 1996.
     The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.
     Under the Fund’s organizational documents, the officers and directors are indemnified against certain liabilities that may arise out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
     At June 30, 2011, officers, employees of Royce, Fund directors, the Royce retirement plans and other affiliates owned 24% of the Fund.

Valuation of Investments:
     Securities are valued as of the close of trading on the New York Stock Exchange (NYSE) (generally 4:00 p.m. Eastern time) on the valuation date. Securities that trade on an exchange, and securities traded on Nasdaq’s Electronic Bulletin Board, are valued at their last reported sales price or Nasdaq official closing price taken from the primary market in which each security trades or, if no sale is reported for such day, at their bid price. Other over-the-counter securities for which market quotations are readily available are valued at their highest bid price, except in the case of some bonds and other fixed income securities which may be valued by reference to other securities with comparable ratings, interest rates and maturities, using established independent pricing services. The Fund values its non-U.S. dollar denominated securities in U.S. dollars daily at the prevailing foreign currency exchange rates as quoted by a major bank. Securities for which market quotations are not readily available are valued at their fair value under procedures approved by the Fund’s Board of Directors. In addition, if, between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. The Fund uses an independent pricing service to provide fair value estimates for relevant non-U.S. equity securities on days when the U.S. market volatility exceeds a certain threshold. This pricing service uses proprietary correlations it has developed between the movement of prices of non-U.S. equity securities and indices of U.S.-traded securities, futures contracts and other indications to estimate the fair value of relevant non-U.S. securities. When fair value pricing is employed, the prices of securities used by the Fund may differ from quoted or published prices for the same security. Investments in money market funds are valued at net asset value per share.

      Various inputs are used in determining the value of the Fund’s investments, as noted above. These inputs are summarized in the three broad levels below:

Level	1 – quoted prices in active markets for identical securities.
Level	2 – other significant observable inputs (including quoted prices for similar securities, foreign securities that may be fair valued and repurchase agreements). The table below includes all Level 2 securities. Any Level 2 securities with values based on quoted prices for similar securities would be noted in the Schedule of Investments.
Level	3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

     The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
     The following is a summary of the inputs used to value the Fund’s investments as of June 30, 2011. For a detailed breakout of common stocks by sector classification, please refer to the Schedule of Investments.

	Level 1	Level 2	Level 3	Total
Common stocks	$141,039,341	$38,235,735	–	$179,275,076
Cash equivalents	1,689,546	24,148,000	–	25,837,546

Repurchase Agreements:
     The Fund may enter into repurchase agreements with institutions that the Fund’s investment adviser has determined are creditworthy. The Fund restricts repurchase agreements to maturities of no more than seven days. Securities pledged as collateral for repurchase agreements, which are held until maturity of the repurchase agreements, are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). Repurchase agreements could involve certain risks in the event of default or insolvency of the counter-party, including possible delays or restrictions upon the ability of the Fund to dispose of its underlying securities.

Foreign Currency:
     Net realized foreign exchange gains or losses arise from sales and maturities of short-term securities, sales of foreign currencies, expiration of currency forward contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, including investments in securities at the end of the reporting period, as a result of changes in foreign currency exchange rates.

2011 Semiannual Report to Stockholders | 53

Royce Focus Trust

   Notes to Financial Statements (unaudited) (continued)

Securities Lending:
     The Fund loans securities to qualified institutional investors for the purpose of realizing additional income. Collateral for the Fund on all securities loaned is accepted in cash and cash equivalents and invested temporarily by the custodian. The collateral maintained is at least 100% of the current market value of the loaned securities. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund retains the risk of any loss on the securities on loan as well as incurring the potential loss on investments purchased with cash collateral received for securities lending.

Taxes:
     As a qualified regulated investment company under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes substantially all of its taxable income for its fiscal year. The Schedule of Investments includes information regarding income taxes under the caption “Tax Information”.

Distributions:
     Commencing March 2011, the Fund pays quarterly distributions on the Fund’s Common Stock at the annual rate of 5% of the rolling average of the prior four calendar quarter-end NAVs of the Fund’s Common Stock, with the fourth quarter distribution being the greater of 1.25% of the rolling average or the distribution required by IRS regulations. Distributions to Preferred Stockholders are accrued daily and paid quarterly and distributions to Common Stockholders are recorded on ex-dividend date. Distributable capital gains and/or net investment income are first allocated to Preferred Stockholder distributions, with any excess allocable to Common Stockholders. If capital gains and/or net investment income are allocated to both Preferred and Common Stockholders, the tax character of such allocations is proportional. To the extent that distributions are not paid from long-term capital gains, net investment income or net short-term capital gains, they will represent a return of capital. Distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. Permanent book and tax differences relating to stockholder distributions will result in reclassifications within the capital accounts. Undistributed net investment income may include temporary book and tax basis differences, which will reverse in a subsequent period. Any taxable income or gain remaining undistributed at fiscal year end is distributed in the following year.

Investment Transactions and Related Investment Income:
     Investment transactions are accounted for on the trade date. Dividend income is recorded on the ex-dividend date. Non-cash dividend income is recorded at the fair market value of the securities received. Interest income is recorded on an accrual basis. Premium and discounts on debt securities are amortized using the effective yield-to-maturity method. Realized gains and losses from investment transactions are determined on the basis of identified cost for book and tax purposes.

Expenses:
     The Fund incurs direct and indirect expenses. Expenses directly attributable to the Fund are charged to the Fund’s operations, while expenses applicable to more than one of the Royce Funds are allocated equitably. Certain personnel, occupancy costs and other administrative expenses related to The Royce Funds are allocated by Royce under an administration agreement and are included in administrative and office facilities and professional fees. The Fund has adopted a deferred fee agreement that allows the Directors to defer the receipt of all or a portion of directors’ fees otherwise payable. The deferred fees are invested in certain Royce Funds until distributed in accordance with the agreement.

Compensating Balance Credits:
     The Fund has an arrangement with its custodian bank, whereby a portion of the custodian’s fee is paid indirectly by credits earned on the Fund’s cash on deposit with the bank. This deposit arrangement is an alternative to purchasing overnight investments. Conversely, the Fund pays interest to the custodian on any cash overdrafts, to the extent they are not offset by credits earned on positive cash balances.

Capital Stock:
     The Fund issued 314,042 shares of Common Stock as reinvestment of distributions by Common Stockholders for the six months ended June 30, 2011.
     At June 30, 2011, 1,000,000 shares of 6.00% Cumulative Preferred Stock were outstanding. The Fund, at its option, may redeem the Cumulative Preferred Stock, in whole or in part, at the redemption price. The Cumulative Preferred Stock is classified outside of permanent equity (net assets applicable to Common Stockholders) in the accompanying financial statements in accordance with accounting for redeemable equity instruments, that requires preferred securities that are redeemable for cash or other assets to be classified outside of permanent equity to the extent that the redemption is at a fixed or determinable price and at the option of the holder or upon the occurrence of an event that is not solely within the control of the issuer.
     The Fund is required to meet certain asset coverage tests with respect to the Cumulative Preferred Stock as required by the 1940 Act. In addition, pursuant to the Rating Agency Guidelines established by Moody’s, the Fund is required to maintain a certain discounted asset coverage. If the Fund fails to meet these requirements and does not correct such failure, the Fund may be required to redeem, in part or in full, the Cumulative Preferred

54 | 2011 Semiannual Report to Stockholders

Royce Focus Trust

   Notes to Financial Statements (unaudited) (continued)

Capital Stock (continued):
Stock at a redemption price of $25.00 per share, plus an amount equal to the accumulated and unpaid dividends, whether or not declared on such shares, in order to meet these requirements. Additionally, failure to meet the foregoing asset coverage requirements could restrict the Fund’s ability to pay dividends to Common Stockholders and could lead to sales of portfolio securities at inopportune times. The Fund has met these requirements since issuing the Cumulative Preferred Stock.

Investment Advisory Agreement:
     The Investment Advisory Agreement between Royce and the Fund provides for fees to be paid at an annual rate of 1.0% of the Fund’s average daily net assets applicable to Common Stockholders plus the liquidation value of Preferred Stock. Royce has voluntarily committed to waive the portion of its investment advisory fee attributable to an issue of the Fund’s Preferred Stock for any month in which the Fund’s average annual NAV total return since issuance of the Preferred Stock fails to exceed the applicable Preferred Stock’s dividend rate. For the six months ended June 30, 2011, the Fund accrued and paid Royce investment advisory fees totaling $1,011,068.

Purchases and Sales of Investment Securities:
     For the six months ended June 30, 2011, the costs of purchases and proceeds from sales of investment securities, other than short-term securities and collateral received for securities loaned, amounted to $39,357,009 and $42,403,191, respectively.

2011 Semiannual Report to Stockholders | 55

Directors and Officers

All Directors and Officers may be reached c/o The Royce Funds, 745 Fifth Avenue, New York, NY 10151

Charles M. Royce, Trustee¹, President
Age: 71  |  Number of Funds Overseen: 35  |  Tenure: Since 1982
Non-Royce Directorships: Director of TICC Capital Corp.

Principal Occupation(s) During Past Five Years: President,
Co-Chief Investment Officer and Member of Board of Managers of Royce & Associates, LLC (“Royce”), the Trust’s investment adviser.

Mark R. Fetting, Trustee¹
Age: 56  |  Number of Funds Overseen: 51  |  Tenure: Since 2001
Non-Royce Directorships: Director of Legg Mason, Inc. and Director/Trustee of registered investment companies constituting the 16 Legg Mason Funds.

Principal Occupation(s) During Past 5 Years: President, CEO, Chairman and Director of Legg Mason, Inc. and Chairman of Legg Mason Funds. Mr. Fetting’s prior business experience includes having served as a member of the Board of Managers of Royce; President of all Legg Mason Funds; Senior Executive Vice President of Legg Mason, Inc.; Director and/or officer of various Legg Mason, Inc. affiliates; Division President and Senior Officer of Prudential Financial Group, Inc. and related companies.

Patricia W. Chadwick, Trustee
Age: 62  |  Number of Funds Overseen: 35  |  Tenure: Since 2009
Non-Royce Directorships: Trustee of ING Mutual Funds and Director of Wisconsin Energy Corp.

Principal Occupation(s) During Past 5 Years: Consultant and President of Ravengate Partners LLC (since 2000).

Richard M. Galkin, Trustee
Age: 73  |  Number of Funds Overseen: 35  |  Tenure: Since 1982
Non-Royce Directorships: None

Principal Occupation(s) During Past Five Years: Private investor. Mr. Galkin’s prior business experience includes having served as President of Richard M. Galkin Associates, Inc., telecommunications consultants, President of Manhattan Cable Television (a subsidiary of Time, Inc.), President of Haverhills Inc. (another Time, Inc. subsidiary), President of Rhode Island Cable Television and Senior Vice President of Satellite Television Corp. (a subsidiary of Comsat).

Stephen L. Isaacs, Trustee
Age: 71  |  Number of Funds Overseen: 35  |  Tenure: Since 1989
Non-Royce Directorships: None

Principal Occupation(s) During Past Five Years: President of The Center for Health and Social Policy (since September 1996); Attorney and President of Health Policy Associates, Inc., consultants. Mr. Isaacs’s prior business experience includes having served as Director of Columbia University Development Law and Policy Program and Professor at Columbia University (until August 1996).

Arthur S. Mehlman, Trustee
Age: 69  |  Number of Funds Overseen: 51  |  Tenure: Since 2004
Non-Royce Directorships: Director/Trustee of registered investment companies constituting the 16 Legg Mason Funds.

Principal Occupation(s) During Past Five Years: Director of The League for People with Disabilities, Inc.; Director of University of Maryland Foundation (non-profits). Formerly: Director of Municipal Mortgage & Equity, LLC (from October 2004 to April 1, 2011); Director of University of Maryland College Park Foundation (non-profit) (from 1998 to 2005); Partner, KPMG LLP (international accounting firm) (from 1972 to 2002); Director of Maryland Business Roundtable for Education (from July 1984 to June 2002).

David L. Meister, Trustee
Age: 71  |  Number of Funds Overseen: 35  |  Tenure: Since 1982
Non-Royce Directorships: None

Principal Occupation(s) During Past Five Years: Consultant. Chairman and Chief Executive Officer of The Tennis Channel (from June 2000 to March 2005). Mr. Meister’s prior business experience includes having served as Chief Executive Officer of Seniorlife.com, a consultant to the communications industry, President of Financial News Network, Senior Vice President of HBO, President of Time-Life Films and Head of Broadcasting for Major League Baseball.

G. Peter O’Brien, Trustee
Age: 65  |  Number of Funds Overseen: 51  |  Tenure: Since 2001
Non-Royce Directorships: Director/Trustee of registered investment companies constituting the 16 Legg Mason Funds; Director of TICC Capital Corp.

Principal Occupation(s) During Past Five Years: Trustee Emeritus of Colgate University (since 2005); Board Member of Hill House, Inc. (since 1999); Formerly: Trustee of Colgate University (from 1996 to 2005), President of Hill House, Inc. (from 2001 to 2005) and Managing Director/Equity Capital Markets Group of Merrill Lynch & Co. (from 1971 to 1999).

John D. Diederich, Vice President and Treasurer
Age: 59  |  Tenure: Since 2001

Principal Occupation(s) During Past Five Years: Chief Operating Officer, Managing Director and member of the Board of Managers of Royce; Chief Financial Officer of Royce; Director of Administration of the Trust; and President of RFS, having been employed by Royce since April 1993.

Jack E. Fockler, Jr., Vice President
Age: 52  |  Tenure: Since 1995

Principal Occupation(s) During Past Five Years: Managing Director and Vice President of Royce, and Vice President of RFS, having been employed by Royce since October 1989.

W. Whitney George, Vice President
Age: 53  |  Tenure: Since 1995

Principal Occupation(s) During Past Five Years: Co-Chief Investment Officer, Managing Director and Vice President of Royce, having been employed by Royce since October 1991.

Daniel A. O’Byrne, Vice President and Assistant Secretary
Age: 49  |  Tenure: Since 1994

Principal Occupation(s) During Past Five Years: Principal and Vice President of Royce, having been employed by Royce since October 1986.

John E. Denneen, Secretary and Chief Legal Officer
Age: 44  |  Tenure: 1996-2001 and Since April 2002

Principal Occupation(s) During Past Five Years: General Counsel, Principal, Chief Legal and Compliance Officer and Secretary of Royce; Secretary and Chief Legal Officer of The Royce Funds.

Lisa Curcio, Chief Compliance Officer
Age: 51  |  Tenure: Since 2004

Principal Occupation(s) During Past Five Years: Chief Compliance Officer of The Royce Funds (since October 2004) and Compliance Officer of Royce (since June 2004).

¹ Interested Trustee.

Trustees will hold office until their successors have been duly elected and qualified or until their earlier resignation or removal. The Statement of Additional Information, which contains additional information about the Trust’s trustees and officers, is available and can be obtained without charge at www.roycefunds.com or by calling (800) 221-4268.

56  |  The Royce Funds 2011 Semiannual Report to Stockholders

Notes to Performance and Other Important Information

The thoughts expressed in this Review and Report concerning recent market movements and future prospects for small company stocks are solely the opinion of Royce at June 30, 2011, and, of course, historical market trends are not necessarily indicative of future market movements. Statements regarding the future prospects for particular securities held in the Funds’ portfolios and Royce’s investment intentions with respect to those securities reflect Royce’s opinions as of June 30, 2011 and are subject to change at any time without notice. There can be no assurance that securities mentioned in this Review and Report will be included in any Royce-managed portfolio in the future. Investments in securities of micro-cap, small-cap and/or mid-cap companies may involve considerably more risk than investments in securities of larger-cap companies. All publicly released material information is always disclosed by the Funds on the website at www.roycefunds.com.
     Sector weightings are determined using the Global Industry Classification Standard (“GICS”). GICS was developed by, and is the exclusive property of, Standard & Poor’s Financial Services LLC (“S&P”) and MSCI Inc. (“MSCI”). GICS is the trademark of S&P and MSCI. “Global Industry Classification Standard (GICS)” and “GICS Direct” are service marks of S&P and MSCI.
     All indexes referred to are unmanaged and capitalization weighted. Each index’s returns include net reinvested dividends and/or interest income. Russell Investment Group is the source and owner of the trademarks, service marks and copyrights related to the Russell Indexes. Russell^® is a trademark of Russell Investment Group. The Russell 2000 Index is an index of domestic small-cap stocks. It measures the performance of the 2,000 smallest publicly traded U.S. companies in the Russell 3000 Index. The Russell 2000 Value and Growth Indexes consist of the respective value and growth stocks within the Russell 2000 as determined by Russell Investments. The Russell Microcap Index includes 1,000 of the smallest securities in the Russell 2000 Index. The Russell Midcap Index measures the performance of the mid-cap segment of the U.S. equity universe. It includes approximately 800 of the smallest securities in the Russell 1000 Index. The Russell Global ex-U.S. Large Cap Index is an index of global large-cap stocks, excluding the United States. The Russell Global ex-U.S. Small Cap Index is an index of global small-cap stocks, excluding the United States. The S&P 500 and SmallCap 600 are indexes of U.S. large- and small-cap stocks, respectively, selected by Standard & Poor’s based on market size, liquidity and industry grouping, among other factors. The Nasdaq Composite is an index of the more than 3,000 common equities listed on the Nasdaq stock exchange. Returns for the market indexes used in this report were based on information supplied to Royce by Russell Investments. Royce has not independently verified the above described information.

Forward-Looking Statements
This material contains forward-looking statements within the meaning of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that involve risks and uncertainties, including, among others, statements as to:

• the Funds’ future operating results

• the prospects of the Funds’ portfolio companies

• the impact of investments that the Funds have made or may make

• the dependence of the Funds’ future success on the general economy and its impact on the companies and industries in which the Funds invest, and

• the ability of the Funds’ portfolio companies to achieve their objectives.

This Review and Report uses words such as “anticipates,” “believes,” “expects,” “future,” “intends,” and similar expressions to identify forward-looking statements. Actual results may differ materially from those projected in the forward-looking statements for any reason.
     The Royce Funds have based the forward-looking statements included in this Review and Report on information available to us on the date of the report, and we assume no obligation to update any such forward-looking statements. Although The Royce Funds undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make through future stockholder communications or reports.

Authorized Share Transactions
Royce Value Trust, Royce Micro-Cap Trust and Royce Focus Trust may each repurchase up to 5% of the issued and outstanding shares of its respective common stock and up to 10% of the issued and outstanding shares of its respective preferred stock during the year ending December 31, 2011. Any such repurchases would take place at then prevailing prices in the open market or in other transactions. Common stock repurchases would be effected at a price per share that is less than the share’s then current net asset value, and preferred stock repurchases would be effected at a price per share that is less than the share’s liquidation value.
     Royce Value Trust, Royce Micro-Cap Trust and Royce Focus Trust are also authorized to offer their common stockholders an opportunity to subscribe for additional shares of their common stock through rights offerings at a price per share that may be less than the share’s then current net asset value. The timing and terms of any such offerings are within each Board’s discretion.

Annual Certifications
As required, the Funds have submitted to the New York Stock Exchange (“NYSE”) for Royce Value Trust and Royce Micro-Cap Trust and to Nasdaq for Royce Focus Trust, respectively, the annual certification of the Funds’ Chief Executive Officer that he is not aware of any violation of the NYSE’s or Nasdaq’s Corporate Governance listing standards. The Funds also have included the certification of the Funds’ Chief Executive Officer and Chief Financial Officer required by section 302 of the Sarbanes-Oxley Act of 2002 as exhibits to the Funds’ form N-CSR for the period ended December 31, 2010, filed with the Securities and Exchange Commission.

Proxy Voting
A copy of the policies and procedures that The Royce Funds use to determine how to vote proxies relating to portfolio securities and information regarding how each of The Royce Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available, without charge, on The Royce Funds’ website at www.roycefunds.com, by calling (800) 221-4268 (toll-free) and on the website of the Securities and Exchange Commission (“SEC”), at www.sec.gov.

Form N-Q Filing
The Funds file their complete schedules of investments with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the SEC’s website at www.sec.gov. The Royce Funds’ holdings are also on the Funds’ website approximately 15 to 20 days after each calendar quarter end and remain available until the next quarter’s holdings are posted. The Funds’ Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. To find out more about this public service, call the SEC at (800) 732-0330. The Funds’ complete schedules of investments are updated quarterly, and are available at www.roycefunds.com.

The Royce Funds 2011 Semiannual Report to Stockholders  |  57

Board Approval of Investment Advisory Agreements

At meetings held on June 1-2, 2011, each of the Funds’ respective Boards of Directors, including all of the non-interested directors, approved the continuance of the Investment Advisory Agreements between Royce & Associates, LLC (“R&A”) and each of Royce Value Trust, Royce Micro-Cap Trust and Royce Focus Trust (the “Funds”). In reaching these decisions, the Board reviewed the materials provided by R&A, which included, among other things, information prepared internally by R&A and independently by Morningstar Associates, LLC (“Morningstar”) containing detailed expense ratio and investment performance comparisons for the Funds with other funds in their “peer group,” information regarding the past performance of Funds managed by R&A and a memorandum outlining the legal duties of the Board prepared by independent counsel to the non-interested directors. R&A also provided the directors with an analysis of its profitability with respect to providing investment advisory services to each of the Funds. In addition, the Board took into account information furnished throughout the year at regular Board meetings, including reports on investment performance, stockholder services, regulatory compliance, brokerage commissions and research, and brokerage and execution products and services provided to the Funds. The Board also considered other matters they deemed important to the approval process such as allocation of Fund brokerage commissions and other direct and indirect benefits to R&A and its affiliates, from their relationship with the Funds. The directors also met throughout the year with investment advisory personnel from R&A. The Board, in its deliberations, recognized that, for many of the Funds’ stockholders, the decision to purchase Fund shares included a decision to select R&A as the investment adviser and that there was a strong association in the minds of Fund stockholders between R&A and each Fund. In considering factors relating to the approval of the continuance of the Investment Advisory Agreements, the non-interested directors received assistance and advice from, and met separately with, their independent counsel. While the Investment Advisory Agreements were considered at the same Board meetings, the Board dealt with each agreement separately. Among other factors, the directors considered the following:
     The nature, extent and quality of services provided by R&A: The Board considered the following factors to be of fundamental importance to their consideration of whether to approve the continuance of the Funds’ Investment Advisory Agreements: (i) R&A’s more than 35 years of value investing experience and track record; (ii) the history of long-tenured R&A portfolio managers managing the Funds; (iii) R&A’s focus on mid-cap, small-cap and micro-cap value investing; (iv) the consistency of R&A’s approach to managing both the Funds and open-end mutual funds over more than 35 years; (v) the integrity and high ethical standards adhered to at R&A; (vi) R&A’s specialized experience in the area of trading small- and micro-cap securities; (vii) R&A’s historical ability to attract and retain portfolio management talent and (viii) R&A’s focus on stockholder interests as exemplified by its voluntary fee waiver policy on preferred stock assets in certain circumstances where the Funds’ total return performance from the issuance of the preferred does not exceed the coupon rate on the preferred, and expansive stockholder reporting and communications. The Board reviewed the services that R&A provides to the Funds, including, but not limited to, managing each Fund’s investments in accordance with the stated policies of each Fund. The Board considered the fact that R&A provided certain administrative services to the Funds at cost pursuant to the Administration Agreement between the Funds and R&A which went into effect on January 1, 2008. The Board determined that the services to be provided to each Fund by R&A would be the same as those it previously provided to the Funds. They also took into consideration the histories, reputations and backgrounds of R&A’s portfolio managers for the Funds, finding that these would likely have an impact on the continued success of the

Funds. Lastly, the Board noted R&A’s ability to attract and retain quality and experienced personnel. The directors concluded that the investment advisory services provided by R&A to each Fund compared favorably to services provided by R&A to other R&A client accounts, including other funds, in both nature and quality, and that the scope of services provided by R&A would continue to be suitable for the Funds.
     Investment performance of the Funds and R&A: In light of R&A’s risk-averse approach to investing, the Board believes that risk-adjusted performance continues to be an appropriate measure of each Fund’s investment performance. One measure of risk-adjusted performance the Board has historically used in its review of the Funds’ performance is the Sharpe Ratio. The Sharpe Ratio is a risk-adjusted measure of performance developed by Nobel Laureate William Sharpe. It is calculated by dividing a fund’s annualized excess returns by its annualized standard deviation to determine reward per unit of risk. The higher the Sharpe Ratio, the better a fund’s historical risk-adjusted performance. The Board attaches primary importance to risk-adjusted performance over relatively long periods of time, typically three to ten years. Using Morningstar data, Royce Value Trust’s Sharpe Ratio placed in the middle quintile within the Small Blend category assigned by Morningstar for the three-year period and in the second quartile for the five-year and ten-year periods ended December 31, 2010. As measured against its open-end peers, Royce Micro-Cap Trust’s Sharpe Ratio placed in the middle quintile for the three-year period and the second quartile within the Small Blend, Growth or Value category assigned by Morningstar for the five-year and ten-year periods ended December 31, 2010. Finally, Royce Focus Trust’s Sharpe Ratio placed in the top quartile within the Small Growth category assigned by Morningstar for the three-year, five-year and ten-year periods ended December 31, 2010.
     The Board noted that R&A manages a number of funds that invest in small-cap and micro-cap issuers, many of which were outperforming the Russell 2000 Index and their competitors. Although the Board recognized that past performance is not necessarily an indicator of future results, they found that R&A had the necessary qualifications, experience and track record in managing small-cap and micro-cap securities to manage the Funds. The directors determined that R&A continued to be an appropriate investment adviser for the Funds and concluded that each Fund’s performance supported the renewal of its Investment Advisory Agreement.
     Cost of the services provided and profits realized by R&A from its relationship with the Funds: The Board considered the cost of the services provided by R&A and profits realized by R&A from its relationship with each Fund. As part of the analysis, the Board discussed with R&A its methodology in allocating its costs to each Fund and concluded that its allocations were reasonable. The Board concluded that R&A’s profits were reasonable in relation to the nature and quality of services provided.
     The extent to which economies of scale would be realized as the Funds grow and whether fee levels would reflect such economies of scale: The Board considered whether there have been economies of scale in respect of the management of the Funds, whether the Funds have appropriately benefited from any economies of scale and whether there is potential for realization of any further economies of scale. The Board noted the time and effort involved in managing portfolios of small- and micro-cap stocks and that they did not involve the same efficiencies as do portfolios of large cap stocks. The Board concluded that the current fee structure for each Fund was reasonable, and that no changes were currently necessary.
     Comparison of services to be rendered and fees to be paid to those under other investment advisory contracts, such as contracts of the same and other investment advisers or other clients: The Board reviewed the investment

58  |  The Royce Funds 2011 Semiannual Report to Stockholders

advisory fee paid by each Fund and compared both the services to be rendered and the fees to be paid under the Investment Advisory Agreements to other contracts of R&A and to contracts of other investment advisers to registered investment companies investing in small- and micro-cap stocks, as provided by Morningstar. The Board noted that, in the case of Royce Value Trust, the Fund had a 1.00% basic fee that is subject to adjustment up or down (up to 0.50% in either direction) based on the Fund’s performance versus the S&P 600 SmallCap Index over a rolling period of sixty months. The fee is charged on average net assets over that rolling period. As a result, in a rising market, the fee will be smaller than a fee calculated on the current year’s average net assets, and vice versa. The Board determined that the performance adjustment feature continued to serve as an appropriate incentive to R&A to manage the Fund for the benefit of its long-term common stockholders. The Board noted that R&A had also agreed to waive its management fee on that portion of the Fund’s assets equal to the liquidation preference of the Fund’s outstanding preferred stock if the Fund’s total return from issuance of the preferred on such amount is less than the preferred’s fixed dividend rate. The Board also noted that the fee arrangement, which also includes a provision for no fee in periods where the Fund’s trailing three-year performance is negative, requires R&A to measure the Fund’s performance monthly against the S&P 600, an unmanaged index. Instead of receiving a set fee regardless of its performance, R&A is penalized for poor performance. The Board noted that the Fund’s performance earned R&A no fee during the period January 1, 2010 through November 30, 2010.
     In the case of Royce Micro-Cap Trust, the directors noted that the Fund had a 1.00% basic fee subject to adjustment up or down based on the Fund’s performance versus the Russell 2000 Index over a rolling 36 month period. The fee is charged on average net assets over that rolling period. As a result,

in a rising market, the fee will be smaller than a fee calculated on the current year’s average net assets, and visa versa. The Board determined that the performance adjustment feature continued to serve as an incentive to R&A to manage the Fund for the benefit of its long-term stockholders. The Board also noted R&A’s voluntary waiver of its fee on the liquidation value of the outstanding preferred stock in circumstances where the Fund’s total return performance from the issuance of the preferred is less than the fixed dividend rate on the preferred for each month during the year. The Board noted that if the Fund’s expense ratio were based on total average net assets including net assets applicable to Preferred Stock, it would rank in the second quartile when compared against its Morningstar-assigned open-end peer group.
     Finally, in the case of Royce Focus Trust, the Board noted that R&A had agreed to waive its management fee on the liquidation value of outstanding preferred stock if the Fund’s total return from issuance of the preferred is less than the preferred’s fixed dividend rate. The Board noted that if the Fund’s expense ratio were based on total average net assets including net assets applicable to Preferred Stock, it would place within the median of its Morningstar-assigned open-end peer group.
     The Board also considered fees charged by R&A to institutional and other clients and noted that, given the greater levels of services that R&A provides to registered investment companies such as the Funds as compared to other accounts, the Funds’ base advisory fees compared favorably to the advisory fees charged to those other accounts.
     The entire Board, including all the non-interested directors, approved the renewal of the existing Investment Advisory Agreements, concluding that a contract renewal on the existing terms was in the best interest of the stockholders of each Fund and that each investment advisory fee rate was reasonable in relation to the services provided.

The Royce Funds 2011 Semiannual Report to Stockholders  |  59

2011: In Quotes

Between 2000 and 2010 China’s demand for oil doubled on a per day basis from 4.5 million barrels a day to nine million barrels per day. Over the same period of time, the U.S. is basically unchanged at about 19 million barrels per day. In the past year and a half, Asia has surpassed North America in demand of oil per day; a fundamental structural change.

– Robert Rodriguez, First Pacific Advisors, No-Load Fund Analyst, June 2011

Points To Ponder
Since 1928, the average bull market has lasted 57 months providing a 164% gain. Our current “baby” bull has furnished investors with a 91% price return in a mere 23 months. The data are similarly as compelling if one looks at the duration of economic expansions. Our current recovery has been underway for 20 months while the average duration has been 45 months over the last 110 years. – Jason Trennert, Investment Strategy Viewpoint, February 4, 2011 Usually the first third of a bull market is led by stocks bouncing back from getting crushed in the prior bear. But the last two-thirds of bulls are usually led by high-quality stocks, and particularly ones that weren’t perceived to be high quality early on. – Ken Fisher, Forbes, May 9, 2011 Statisticians deal with things that repeat themselves. This housing boom and bust is so historic and unprecedented, you can’t forecast the future because you have no comparison. – Robert Shiller, Yale University, Bloomberg, June 9, 2011 The central irony of financial crisis is that while it is caused by too much confidence, borrowing and lending, and spending, it is resolved only by increases in confidence, borrowing and lending, and spending. – Larry Summers, CNN Money, June 13, 2011 In Absolute Agreement
The saving grace is that, although value is a weak force in any single year, it becomes a monster over several years. Like gravity, it slowly wears down the opposition. – Jeremy Grantham, GMO Quarterly Letter, January 2011 During the dot-com bubble, you met lots of people with tech stocks. Taxi drivers told you what dot-coms they owned. During the housing bubble you met normal, ordinary people who were trading up to expensive homes using adjustable-rate mortgages, buying new condos off plan to flip, and cashing out their fictional “equity” through a refinance mortgage. But who actually owns gold? I keep hearing about the gold bubble, but every time I ask people if they own any themselves, they say, “no, no, of course not, it’s a bubble.” – Brett Arends, MarketWatch.com, May 4, 2011 The genius of investing is recognizing the direction of a trend—not catching highs and lows. – Anonymous As long as inflation doesn’t ramp up to the double-digit levels of the 1970s and early 1980s—a scenario I consider extremely unlikely—stocks will act as an excellent hedge. The reason is simple: Stocks are claims on real assets, such as land and plant and equipment, which appreciate in value as overall prices increase. – Jeremy J. Siegel, Kiplinger’s Personal Finance, June 2011 To the extent that some managers are trying to replace active security selection with active allocation across sectors, that is another name for market timing. History suggests that is rarely a durable strategy. – Edward Bernard, T. Rowe Price Vice Chairman, Bloomberg, June 9, 2011 Cocktail Conversation
Turn on the television or surf the Web and you’re inundated with information about the market. But that access to information hasn’t made people better investors. – Norm Rothery, The Globe and Mail,
January 1, 2011 We have to realize that the world is a different place and that the number of consumers in the world is in the process of doubling. That means that resources are going to be scarce. That means energy is going to be scarce, and the prices of energy in general and commodities in particular are going to be high. – Dennis Stattman, Barron’s, May 28, 2011 Timeless Tidbits Nothing in the world can take the place of persistence. Talent will not; nothing is more common than successful men with talent. – Calvin Coolidge Talent hits a target no one else can hit; genius hits a target no one else can see. – Arthur Schopenhauer

The thoughts expressed above represent solely the opinions of the persons quoted and, of course, there can be no assurance of future market trends or performance.

60  |  This page is not part of the 2011 Semiannual Report to Stockholders

About The Royce Funds
Wealth Of Experience	Consistent Discipline
With approximately $41 billion in open- and closed-end fund assets under management, Royce & Associates is committed to the same small-company investing principles that have served us well for more than 35 years. Charles M. Royce, our President and Co-Chief Investment Officer, enjoys one of the longest tenures of any active mutual fund manager. Royce’s investment staff also includes Co-Chief Investment Officer W. Whitney George, 18 Portfolio Managers, five assistant portfolio managers and analysts, and nine traders. Multiple Funds, Common Focus Our goal is to offer both individual and institutional investors the best available smaller-cap portfolios. Unlike a lot of mutual fund groups with broad product offerings, we have chosen to concentrate on smaller-company investing by providing investors with a range of funds that take full advantage of this large and diverse sector.	Our approach emphasizes paying close attention to risk and maintaining the same discipline, regardless of market movements and trends. The price we pay for a security must be significantly below our appraisal of its current worth. This requires a thorough analysis of the financial and business dynamics of an enterprise, as though we were purchasing the entire company. Co-Ownership Of Funds It is important that our employees and shareholders share a common financial goal; our officers, employees and their families currently have approximately $153 million invested in The Royce Funds.

Contact Us
General Information	RIA Services	Broker/Dealer Services	Computershare
Additional Report Copies and Prospectus Inquiries (800) 221-4268	Fund Materials and Performance Updates (800) 33-ROYCE (337-6923)	Fund Materials and Performance Updates (800) 59-ROYCE (597-6923)	Transfer Agent and Registrar (800) 426-5523	CE-REP-0611

Item 2.  Code(s) of Ethics.   Not applicable to this semi-annual report.  

Item 3.  Audit Committee Financial Expert.  Not applicable to this semi-annual report.

Item 4.  Principal Accountant Fees and Services.  Not applicable to this semi-annual report.

Item 5.  Audit Committee of Listed Registrants. Not applicable to this semi-annual report.

Item 6. Investments.

(a) See Item 1.

(b) Not applicable.

Item 7.  Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.   Not applicable to this semi-annual report.

Item 8.   Portfolio Managers of Closed-End Management Investment Companies. Not applicable to this semi-annual report.

Item 9.  Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. Not Applicable

Item 10.  Submission of Matters to a Vote of Security Holders.  Not Applicable.

Item 11. Controls and Procedures.

(a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that the Registrant's Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.

(b) Internal Control over Financial Reporting. There were no significant changes in Registrant's internal control over financial reporting or in other factors that could significantly affect this control subsequent to the date of the evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses during the second fiscal quarter of the period covered by this report.

Item 12.  Exhibits.   Attached hereto.  

(a)(1)  Not applicable to this semi-annual report.

(a)(2)  Separate certifications by the Registrant’s Principal Executive Officer and Principal Financial Officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.  

(a)(3) Not Applicable

(b)  Separate certifications by the Registrant’s Principal Executive Officer and Principal Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(b) under the Investment Company Act of 1940.

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ROYCE VALUE TRUST, INC.

BY: /s/Charles M. Royce

       Charles M. Royce

       President

Date: August 22, 2011

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

ROYCE VALUE TRUST, INC.

ROYCE VALUE TRUST, INC.

BY: /s/Charles M. Royce

BY:  /s/John D. Diederich

       Charles M. Royce

        John D. Diederich

       President

        Chief Financial Officer

Date: August 22, 2011

Date: August 22, 2011