Aegis Value Fund, Inc. Semi-Annual Report February 29, 2004 Shareholders' Letter April 15, 2004 To the shareholders of the Aegis Value Fund: We are pleased to present the Aegis Value Fund's semi-annual report for the six months ended February 29, 2004. We take this opportunity to welcome new shareholders to the Fund and provide a brief overview of the objectives and strategy of the Fund. The Aegis Value Fund seeks to achieve long-term, above market returns while minimizing risk of capital loss. Our strategy is to invest in well-researched small-cap equities trading at a fraction of their intrinsic worth. We believe the equity markets are often inefficient, and we are contrarian, bottom-up stock selectors. We generally buy stocks trading at low price-to-book and price-to-earnings ratios, a segment of the market where academic research shows historical returns to be significantly higher than the overall market. We look for indications of strong corporate governance and ethical stewardship as evidenced by high insider ownership, proper use of corporate profits, including bargain-priced share repurchases, and appropriate executive salary and option levels. We tend to purchase companies when they are misunderstood, out of favor, or neglected, and hold these companies until share prices reach our estimates of intrinsic value. Since the Aegis Value Fund's inception on May 15, 1998, the Fund has performed well against the market averages,returning a cumulative gain of 156.3 percent through April 15, 2004, compared to a gain of 62.5 percent in our primary small-cap value benchmark, the Russell 2000 Value Index, a cumulative gain of 32.7 percent for the Russell 2000 Index of small-cap stocks (growth and value), and a 10.9 percent cumulative gain in the S&P 500 Index. For the six months ended February 29, 2004, the Aegis Value Fund posted a gain of 15.8 percent,versus a gain of 21.3 percent for the Russell 2000 Value Index. The Russell 2000 Index gained 18.3 percent while the S&P 500 Index returned 14.6 percent*. Shareholders who have been with us for some time will notice a change in the format of this report. Beginning this period, we have focused the Semi-Annual Report solely on factual financial and operating data regarding the Fund. Our traditional(and more subjective) market commentary will be provided separately in an Advisor's Report. Our decision to make this change is a result of the Sarbanes-Oxley Act of 2002. Under the Act, mutual fund officers are required to certify the entirety of the Semi-Annual report. After some deliberation, we reached the conclusion that we will not certify data provided by third parties, nor will we certify analysis and subjective conclusions drawn from such data. Nonetheless, we strongly feel that a thoughtful and (we hope) relevant discussion of current market conditions is important to many shareholders. Therefore, please continue to anticipate reading this kind of commentary and analysis, subjective though it is, in the Advisor's Report. We trust that this new approach will not impede communication with our shareholders, which we continue to take very seriously. Berno, Gambal, & Barbee, Inc. Scott L. Barbee, CFA Managing Director, Portfolio Manager Note: All historical performance returns shown in this shareholders' letter for the Aegis Value Fund Inc. are presented on a pre-tax basis. * - Aegis Value Fund's one-year, three year, five year, and since inception (5/15/1998) average annual returns for the period ending March 31, 2004 are 53.6%, 21.2%, 22.2%, and 17.5% respectively. Returns include reinvestment of dividends and capital gains. Russell 2000 Value Index comparative one-year, three-year, five-year, and since inception average annual returns for the period ending March 31, 2004 are 64.5%, 16.0%, 16.1%, and 9.0%. Past performance is no guarantee of future results. Share prices will fluctuate, so that shares may be worth more or less than their original cost when redeemed. Aegis Value Fund, Inc. Schedule of Portfolio Investments February 29, 2004 Common Stock - 48.1%			Shares		Mkt Value Industrial Cyclicals - 6.0% Allied Defense Group, Inc.* 208,900 $3,904,341 American Pacific Corp. 670,534 5,411,209 Ampco-Pittsburgh Corporation 65,000 893,750 Butler Manufacturing, Inc.* 196,800 4,396,512 Commonwealth Industries, Inc.* 47,996 312,502 Ethyl Corporation* 185,360 3,777,637 International Aluminum Corp. 32,300 1,091,740 Pope & Talbot, Inc. 109,100 1,876,520 Quipp, Inc.* 78,300 1,037,475 RTI International Metals Inc.* 148,600 2,523,228 Ryerson Tull Class A 519,800 7,053,686 Steel Technologies Inc. 30,743 528,503 Stewart & Stevenson Inc. 33,900 472,227 ========== 33,279,330 Wholesale and Distribution - 0.9% Nash Finch Company 212,300 4,942,344 ========== 4,942,344 Finance and Real Estate - 11.1% Acceptance Insurance Companies, Inc.* 229,400 5,735 Allmerica Financial Corp.* 224,000 8,261,120 American Physicians Capital Inc.* 178,738 3,646,255 California First National Bank Corp. * 12,100 152,218 First Union Real Estate Equity SBI* 1,045,000 2,779,700 Medallion Financial Corp. 11,400 101,460 Meristar Hospitality Inc.* 653,800 4,086,250 The MIIX Group Inc.* 720,000 504,000 Prime Hospitality Corp.* 786,000 8,402,340 Prime Group Realty Trust * 1,885,700 11,691,340 PXRE Group Ltd. 275,000 7,400,250 PMA Capital Corp. Cl. A.* 1,548,110 8,592,011 SCPIE Holdings, Inc. 747,902 6,095,401 ========== 61,718,080 Textiles and Apparel - 2.2% Delta Apparel, Inc. 171,000 3,385,800 Delta Woodside Industries* 428,700 1,136,055 Haggar Corporation 195,863 3,878,087 Nitches, Inc. *	 37,620 216,315 Quaker Fabric Corporation 388,642 3,334,548 ========== 11,950,806 Transportation - 4.6% International Shipholding Corp.* 95,700 1,329,273 KLM Royal Dutch Airline 397,000 9,297,740 Maritrans, Inc. 73,800 1,208,844 National RV Holdings* 276,300 2,867,994 OMI Corporation 433,400 4,685,054 Sea Containers Ltd. - Class A 308,200 6,009,900 ========== 25,398,805 Energy & Natural Resources - 8.6% Alliant Energy Corp. 160,000 4,120,000 Atwood Oceanics Inc.* 155,000 5,786,150 Avista Corporation 45,800 827,606 Global Industries, Inc.* 747,217 3,780,918 Horizon Offshore Inc.* 1,222,024 3,959,358 Idacorp Inc. 80,800 2,525,000 PNM Resources, Inc. 170,000 5,178,200 Petroleum Development Corp.* 47,148 1,348,433 Reliant Resources Inc.* 1,125,900 8,556,840 Stillwater Mining Co.* 304,500 3,696,630 Ultimate Electronics * 200,614 1,466,488 USEC Inc. 740,500 6,205,390 ========== 47,451,013 Agriculture - 5.4% The Andersons, Inc. 300,028 5,847,546 Dimon Inc. 2,008,000 13,955,600 Seaboard Corporation 200 67,120 Standard Commercial Corporation 536,500 10,155,945 ========== 30,026,211 Consumer Durables - 1.1% Bassett Furniture Industries, Inc. 306,654 6,344,671 ========== 6,344,671 Technology - 1.2% Audiovox Corporation - Class A* 105,588 1,723,196 CAM Commerce Solutions, Inc.* 60,100 677,267 Clarus Corporation* 137,695 1,155,261 IDT Corporation* 10,000 201,000 IDT Corporation - Class B* 86,000 1,784,500 Integrated Telecom Express Inc.* 1 308,300 30,830 Liquid Audio Inc.* 372,250 141,455 Printware, Inc.* 1 32,000 0 Technology Solutions Company* 828,594 919,739 ========== 6,633,248 Retail and Entertainment - 5.4% Books-A-Million Inc.* 858,822 4,817,991 Bowl America Inc. - Class A 9,481 142,215 Duckwall-ALCO Stores, Inc.* 140,100 2,058,069 Luby's, Inc.* 2,032,300 9,856,655 Marsh Supermarkets, Inc. - Class B 205,107 2,678,697 Nathan's Famous, Inc.* 132,400 	 779,704 Toy R Us Inc. * 612,600 9,617,820 ========= 29,951,151 Consumer Non-Durables - 1.5% CPAC, Inc. 306,998 1,848,128 Head N.V. * 1,881,000 6,113,250 National Presto Industries, Inc. 15,000 578,100 ========= 8,539,478 Total Common Stocks - (Cost $190,225,721) 266,235,138 Preferred Stocks - 0.4% Shares Market Value Glenborough Realty 7.75% Convertible Preferred 14,000 352,100 La Quinta Properties 9% Series A Preferred 76,800 1,979,904 ========= Total Preferred Stocks - (Cost $1,925,256) 2,332,004 Investment Companies - 0.8% Shares Market Value Federated Prime Obligations Fund 4,236,484 4,236,484 Total Investment Companies - (Cost $4,236,484) 4,236,484 Short-Term Investments - 49.6% Face Value Market Value U. S. Treasury Bill due 3/4/04 35,000,000 34,995,303 U. S. Treasury Bill due 3/11/04 30,000,000 29,991,276 U. S. Treasury Bill due 3/18/04 40,000,000 39,982,320 U. S. Treasury Bill due 03/25/04 40,000,000 39,975,036 U. S. Treasury Bill due 04/01/04 20,000,000 19,984,836 U. S. Treasury Bill due 04/08/04 30,000,000 29,971,824 U. S. Treasury Bill due 04/15/04 30,000,000 29,966,130 U. S. Treasury Bill due 04/22/04 50,000,000 49,932,490 Total Short-Term Investments - (Cost $274,799,215) 274,799,215 Total Investments - 98.9% (Cost $471,186,673) 547,602,841 Other Assets and Liabilities - 1.1% 6,045,459 Net Assets - 100.0% $553,648,300 * Non-income producing securities 1 Company is in liquidation and security is being fair valued by the board of directors. Aegis Value Fund, Inc. Statement of Assets and Liabilities February 29, 2004 (Unaudited) Assets Investments at market value (cost $471,186,673) $547,602,841 Cash 4,829,547 Receivable for investment securities sold 1,984,802 Receivable for fund shares sold 3,342,735 Interest and dividends receivable 298,296 Other assets 1,764 Receivable from investment advisor 28,243 Total assets 558,088,227 Liabilities Payable for investment securities purchased 3,873,121 Payable for fund shares redeemed 495,913 Accrued expenses 70,894 Total liabilities 4,439,927 Net assets (31,746,341 shares of $0.001 par value capital stock outstanding; 100,000,000 shares authorized) $553,648,300 Net assets consist of: Capital stock at par value $31,746 Paid-in capital 463,094,531 Accumulated net investment income (340,977) Accumulated net realized gain 14,446,836 Net unrealized appreciation 76,416,164 Net assets $553,648,300 Net asset value per share $17.44 Aegis Value Fund, Inc. Statement of Operations For the Period September 1, 2003 to February 29, 2004 (Unaudited) Investment Income Dividends $1,802,931 Interest 765,068 Total income 2,567,999 Expenses Investment advisory fees 2,560,000 Transfer agency and administration fees 533,333 Registration fees 46,558 Custody fees 24,872 Printing and postage costs 19,435 Legal and accounting fees 17,300 Directors fees 13,597 Insurance and other 8,159 Gross expenses 3,223,255 Less: fees paid indirectly (11,309) Less: fees reimbursed by investment advisor (14,147) Net expenses 3,197,799 Net investment income (629,800) Realized and unrealized gain (loss) on investments Net realized gain on investments 20,362,239 Change in unrealized appreciation (depreciation) of investments for the period 41,324,163 Net realized and unrealized gain (loss) on investments 61,686,402 Net increase in net assets resulting from operations $61,056,602 Aegis Value Fund, Inc. Statement of Changes in Net Assets For the Period September 1, 2003 to February 29, 2004 (Unaudited) Increase in net assets from operations Investment income - net ($629,800) Net realized gain on investments 20,362,239 Change in unrealized appreciation 41,324,163 Net increase (decrease) in net assets resulting from operations 61,056,602 Distributions Investment income - net 0 Realized capital gains (11,091,093) Total distributions (11,091,093) Capital share transactions* Subscriptions 277,491,307 Distributions reinvested 10,198,864 Redemptions (78,206,361) Total capital share transactions 209,483,810 Total increase in net assets 259,449,320 Net assets at beginning of period 294,198,979 Net assets at end of period $553,648,300 *Share information Subscriptions 16,788,906 Distributions reinvested 617,365 Redemptions (4,720,962) Aegis Value Fund, Inc. Financial Highlights For Six Months Ending February 29, 2004 And Fiscal Year Ending August 31, 2003 (Unaudited) Per share data:				February 29, 2004 August 31, 2003 Net asset value - beginning of period $15.44 $12.99 Income from investment operations- Net investment income (0.02) 0.04 Net realized and unrealized gain (loss) on investments 2.43 2.92 Total from investment operations 2.41 2.96 Less distributions declared to shareholders Net investment income 0.00 (0.02) Net realized capital gains (0.41) (0.49) Total distributions (0.41) (0.51) Net asset value - end of period $17.44 $15.44 Total investment return 15.80% 23.69% Ratios (to average net assets)/supplemental data: Expenses after reimbursement and 1.50% 1.50% 1 fees paid indirectly Expenses before reimbursement and 1.50% 1.56% fees paid indirectly Net investment income (0.12%) 0.31% Portfolio turnover (annualized) 31% 15% Net assets at end of period (000's) $553,648 $294,199 1 Ratio after expense reimbursement, before fees paid indirectly, was 1.51% in 2003 Aegis Value Fund, Inc. 1100 North Glebe Road, Suite 1040 Arlington, Virginia 22201 Phone: (800) 528-3780 Fax: (703) 528-1395 Internet: www.aegisvaluefund.com Board of Directors Scott L. Barbee William S. Berno Edward P. Faberman Albert P. Lindemann III Eskander Matta Officers William S. Berno, President Scott L. Barbee, Treasurer Paul Gambal, Secretary Investment Advisor Berno, Gambal & Barbee, Inc. 1100 North Glebe Road, Suite 1040 Arlington, Virginia 22201 Custodian UMB Bank, n.a. 928 Grand Boulevard Kansas City, Missouri 64106 Independent Auditors PricewaterhouseCoopers LLP 250 W. Pratt Street, Suite 2100 Baltimore, Maryland 21201 Counsel Dechert Price & Rhoads 1775 Eye Street, N.W. Washington, DC 20006