The Royce Fund

1414 Avenue of the Americas
New York, NY 10019
(212) 355-7311
(800) 221-4268

June 27, 2008

Mr. Charles M. Royce
President
Royce Family Investments, LLC
8 Sound Shore Drive, Suite 140
Greenwich, CT 06830

Dear Mr. Royce:

       The Royce Fund (the "Trust") hereby accepts your offer to purchase 200,000 shares of beneficial interest of Royce International Smaller-Companies Fund, a series of the Trust, at $10.00 per share, for an aggregate purchase price of $2,000,000, subject to the understanding that it has no present intention of redeeming or selling the shares so acquired.

Sincerely,

THE ROYCE FUND

/s/ Charles M. Royce

By: Charles M. Royce

President

Agreed:

       I, Charles M. Royce, on behalf of Royce Family Investments, LLC, hereby agree to purchase the shares of beneficial interest covered under the above letter agreement. I acknowledge that Royce Family Investments, LLC, has no present intention of redeeming or selling any of the 200,000 shares of Royce International Smaller-Companies Fund covered by such letter agreement.

/s/ Charles M. Royce

Charles M. Royce

Managing Member

Royce Family Investments, LLC