EX-3 4 exhibit_k6.htm

Exhibit (k)(6)

NOTICE OF GUARANTEED DELIVERY
For Shares of Common Stock of

ROYCE FOCUS TRUST, INC.
Subscribed for under Primary Subscription
and the Over-Subscription Privilege

As set forth in the Prospectus, this form or one substantially equivalent hereto may be used as a means of effecting subscription and payment for all shares of the Fund’s Common Stock (the "Shares") subscribed for under the Primary Subscription and the Over-Subscription Privilege. Such form may be delivered by hand or sent by facsimile transmission, overnight courier or first class mail to the Subscription Agent.

The Subscription Agent is:

EQUISERVE
Attention: Corporate Actions

By Mail:   By Facsimile:
P.O. Box 859208   (781) 380-3388
Braintree, MA 02185    

Confirm by Telephone to:
(781) 843-1833 x 200

By Overnight Courier:   By Hand:
161 Baystate Drive   EquiServe Trust Company, N.A.
Braintree, MA 02184   Attn: Corporate Actions
    17 Battery Park Place, 11th Floor
    New York, NY 10004

DELIVERY OF THIS INSTRUMENT TO AN ADDRESS, OR TRANSMISSION OF INSTRUCTIONS VIA A TELECOPY FACSIMILE NUMBER, OTHER THAN AS SET FORTH ABOVE, DOES NOT CONSTITUTE A VALID DELIVERY.

The New York Stock Exchange member firm or bank or trust company which completes this form must communicate this guarantee and the number of Shares subscribed for in connection with this guarantee (separately disclosed as to the Primary Subscription and the Over-Subscription Privilege) to the Subscription Agent and must deliver this Notice of Guaranteed Delivery of Payment, guaranteeing delivery of (a) payment in full for all subscribed Shares and (b) a properly completed and signed copy of the Subscription Certificate (which certificate and full payment must then be delivered no later than the close of business of the third business day after the Expiration Date, unless extended) to the Subscription Agent prior to 5:00 p.m., Eastern time, on the Expiration Date, unless extended. Failure to do so will result in a forfeiture of the Rights.

GUARANTEE

The undersigned, a member firm of the New York Stock Exchange or a bank or trust company having an office or correspondent in the United States, guarantees delivery to the Subscription Agent by no later than 5:00 p.m., New York time, on June 15, 2005 (unless extended as described in the Prospectus) of (a) a properly completed and executed Subscription Certificate and (b) payment of the full Subscription Price for Shares subscribed for on Primary Subscription and for any additional Shares subscribed for pursuant to the Over-Subscription Privilege, as subscription for such Shares is indicated herein or in the Subscription Certificate.


Broker Assigned Control # __________

ROYCE FOCUS TRUST, INC.

1.  Primary Subscription   Number of Rights to be exercised   Number of Primary Shares requested for which you are guaranteeing delivery of Rights and Payment     Payment to be made in connection with Primary Shares
               
    ________ Rights   ________ Shares     $ ___________
        (Rights /5)      
               
2.  Over Subscription       Number of Over-Subscription Shares requested for which you are guaranteeing payment     Payment to be made in connection with Over-Subscription Shares
    ________ Rights   ________ Shares     $ ___________
               
3.  Totals   Total Number of Rights to be Delivered   Total Number of Shares to be Delivered      
    ________ Rights   ________ Shares     $ ___________
              Total Payment

Method of delivery (circle one)

A.   Through DTC
B.   Direct to EquiServe, as Subscription Agent. Please reference below the registration of the Rights to
    be delivered.

______________________________

______________________________

______________________________

Please assign a unique control number for each guarantee submitted. This number needs to be referenced on any direct delivery of Rights or any delivery through DTC.

     
     

 
Name of Firm   Authorized Signature
     

 
DTC Participant Number   Title
     

 
Address   Name (Please Type or Print)
     

 
Zip Code   Phone Number
     

 
Contact Name   Date