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: 811-08030

Name of Registrant: Royce Micro-Cap Trust, Inc.

Address of Registrant: 1414 Avenue of the Americas
New York, NY 10019

Name and address of agent for service:	John E. Denneen, Esquire
	1414 Avenue of the Americas
	New York, NY 10019

Registrant’s telephone number, including area code: (212) 486-1445
Date of fiscal year end: December 31
Date of reporting period: January 1, 2005 – June 30, 2005

Item 1: Reports to Shareholders

		S E M I A N N U A L R E P O R T
		2005
Royce Value Trust Royce Micro-Cap Trust Royce Focus Trust www.roycefunds.com
	TheRoyceFund
	VALUE INVESTING IN SMALL COMPANIES FOR MORE THAN 30 YEARS

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 on a stock exchange or are traded in the over-the-counter market. 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 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 or the Nasdaq market, 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 open-end funds, our closed-end funds are able to distribute capital gains on a quarterly basis. Each of the Funds has adopted a quarterly distribution policy for its common stock.
	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. For additional information on the Funds’ Distribution Reinvestment and Cash Purchase Options and the benefits for stockholders, see page 41.

TABLE OF CONTENTS
Performance Table	2
Letter to Our Stockholders	3
Performance and Portfolio Reviews: Royce Value Trust, Royce Micro-Cap Trust and Royce Focus Trust	4
History Since Inception	7
Schedules of Investments and Other Financial Statements:         Royce Value Trust	8
Royce Micro-Cap Trust	21
Royce Focus Trust	33
Distribution Reinvestment and Cash Purchase Options	41
Other Important Information	42
Board Approval of Investment Advisory Agreements	43

	PERFORMANCE TABLE
	NAV AVERAGE ANNUAL TOTAL RETURNS  Through June 30, 2005
		Royce Value Trust		Royce Micro-Cap Trust		Royce Focus Trust		Russell 2000
	Second Quarter 2005*	1.54	%	0.38	%	-1.27	%	4.32	%
	January-June 2005*	-2.03		-1.39		-6.29		-1.25
	1-Year	8.56		8.01		9.48		9.45
	3-Year	12.22		14.08		17.65		12.81
	5-Year	11.99		14.07		16.63		5.71
	10-Year	13.22		14.14		n/a		9.91
	Since Inception	12.37		13.81		12.51
	Inception Date	11/26/86		12/14/93		11/1/96**
	*  Not annualized.
	**   Date Royce & Associates, LLC assumed investment management responsibility.
	Royce Value Trust’s 15-year NAV average annual total return for the period ended 6/30/05 was 13.08%.
	IMPORTANT PERFORMANCE, RISK AND OTHER INFORMATION
	All performance information in this 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. Performance information does not reflect the deduction of taxes that a stockholder would pay on distributions or on the sale of Fund shares. 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. The Royce Funds invest primarily in securities of small-cap and/or micro-cap companies, which may involve considerably more risk than investments in securities of larger-cap companies.     The thoughts expressed in this Report concerning recent market movements and future prospects for small company stocks are solely the opinion of Royce at June 30, 2005, 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, 2005 and are subject to change at any time without notice. There can be no assurance that securities mentioned in this Report will be included in any Royce-managed portfolio in the future. All publicly released material information is always disclosed by the Funds on the website at www.roycefunds.com.     The Russell 2000, Nasdaq Composite, S&P 500 and S&P 600 are unmanaged indices of domestic common stocks. Returns for the market indices used in this report were based on information supplied to Royce by Frank Russell and Morningstar. Royce has not independently verified the above described information. The Royce Funds is a service mark of The Royce Funds.
2 | THE ROYCE FUNDS SEMIANNUAL REPORT 2005

LETTER TO OUR STOCKHOLDERS

Dear Stockholder,      In 2005’s first half, large- and small-cap stocks mirrored a performance pattern established in 2004 in which large-cap led during negative return periods, while small-cap drove returns in upswings. The large-cap S&P 500 outperformed the Russell 2000 from January through April, while the small-cap index was ahead in the rally that began on 4/28/05 and was still pushing prices upward as of this writing. However, strong performance in the rally could not move the Russell 2000 ahead of the S&P 500 for the year-to-date period ended 6/30/05: The Russell 2000 was down 1.3% versus a decline of 0.8% for the S&P 500, and a greater loss of 5.5% for the Nasdaq Composite.      In 2003, micro-cap companies enjoyed a terrific year. The following year, high returns came primarily from larger small-cap stocks. No comparable pattern has yet emerged in 2005, in spite of The Royce Funds’ three closed-end funds generally underwhelming year-to-date results. Energy stocks were the clear-cut winners in the small-cap universe through the end of June. In The Royce Funds’ closed-end portfolios, holdings in non-energy sectors in general produced modest gains or lost value, though there were a few notable exceptions. As a result, Royce Value Trust and Royce Micro-Cap Trust struggled a bit in the short and intermediate terms, which can be seen in each Fund’s first-half and one-year returns. In fact, none of our closed-end funds was able to beat the Funds’ small-cap benchmark, the Russell 2000, for the year-to-date period ended 6/30/05, and only Royce Focus Trust outperformed the small-cap index for the one-year period ended 6/30/05 as well.      Results for periods of three years or longer were solid (if not strong) on a relative basis and very strong on an absolute basis. All three Funds were ahead of the benchmark on a net asset value (NAV) basis for the five-year period ended 6/30/05. The two closed-end Funds with sufficient history–Royce Value Trust and Royce Micro-Cap Trust–also beat the Russell 2000 for the five- and 10-year periods ended 6/30/05 on both an NAV and a market price basis, while Royce Value Trust has been around long enough to have outperformed the Russell 2000 for the 15-year period ended 6/30/05 on both a market price and NAV basis. The news was good from a market cycle standpoint as well: Each of our closed-end Funds outperformed the small-cap index from its peak on 3/9/00 through 6/30/05.      We appreciate your continued support. Sincerely, Charles M. Royce      President July 31, 2005

For more than 30 years, we have used various value approaches to invest in smaller-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. At times, we may also look at other factors, such as a company’s unrecognized asset values, its future growth prospects or its turnaround potential following an earnings disappointment or other business difficulties. 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.

THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  3

ROYCE VALUE TRUST
	NAV AVERAGE ANNUAL TOTAL RETURNS Through 6/30/05						Manager’s Discussion For the year-to-date period ended 6/30/05, Royce Value Trust (RVT) was down 2.0% on a net asset value basis (NAV) and down 3.6% on a market price basis, each return behind those of the Fund’s two small-cap benchmarks, the Russell 2000 (which was down 1.3%) and the S&P 600 (which was up 1.8%) for the same period. Although a short-term period, the Fund’s results were nonetheless disappointing. In the more bearish first quarter, RVT was down 3.5% on an NAV basis and 5.2% on a market price basis, both results ahead of the Russell 2000’s (-5.3%), but behind that of the S&P 600 (-2.1%). When stock prices began to recover late in April, the Fund was unable to keep pace with its benchmarks. RVT was up 1.5% on an NAV basis and 1.7% on a market price basis in the second quarter, while the Russell 2000 gained 4.3% and the S&P 600 was up 3.9%.      The Fund’s NAV performance over market-cycle and other long-term periods remained strong on both an absolute and relative basis. From the small-cap market peak on 3/9/00 through 6/30/05, RVT gained 75.0% versus 13.0% for the Russell 2000 and 56.0% for the S&P 600. RVT was also competitive for the period from the small-cap market trough on 10/9/02 through 6/30/05 with a gain of 99.3% versus 102.3% for the Russell 2000 and 100.0% for the S&P 600. In addition, the Fund outpaced each of its small-cap benchmarks on an NAV basis for the five-, 10-, 15-year and since inception (11/26/86) periods ended 6/30/05, while on a market price basis, RVT outperformed both benchmarks for these periods and the one- and three-year periods ended 6/30/05. RVT’s average annual NAV total return since inception was 12.4%.      Technology companies bore the brunt of poor performance, with losses that more than tripled that of the Fund’s second worst-performing sector, Industrial Services. In fact, results for many of the Fund’s industrial-based holdings that helped to elevate performance in 2004 cooled off in the first half of 2005, though they were not alone. In addition to losses in Technology, Industrial Services and Industrial Products, four of the Fund’s other eight sectors posted losses in the first half. The environment for tech issues improved marginally when the market as a whole rebounded, but the recovery was inconsistent and did little to lift the performance of the Fund’s Technology holdings as a group. Based on their valuations, however, we still liked the long-term prospects for many of RVT’s holdings in the sector at June 30. Throughout the portfolio, poor performance owed more to a larger number of companies losing money in a down market than it did to exceptionally difficult or catastrophic conditions in a particular sector or industry, even among Technology stocks. In some cases, we added to existing positions, while in others we maintained our position because declining prices did not create compelling bargains. There were also situations that led us to sell positions. Among the Fund’s bright spots in the first half were retail store stocks in the Consumer Services sector, insurance companies within Financial Intermediaries, Health stocks as a whole, and Natural Resources holdings, particularly oil and natural gas companies. All performance information in this 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. Performance information does not reflect the deduction of taxes that a stockholder would pay on distributions or on the sale of shares. 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.
	Second Quarter 2005*				1.54	%
	January - June 2005*				-2.03
	1-Year				8.56
	3-Year				12.22
	5-Year				11.99
	10-Year				13.22
	15-Year				13.08
	Since Inception (11/26/86)				12.37
*	Not annualized.
	CALENDAR YEAR NAV TOTAL RETURNS
	Year	RVT		Year	RVT
	2004	21.4	%	1996	15.5	%
	2003	40.8		1995	21.1
	2002	-15.6		1994	0.1
	2001	15.2		1993	17.3
	2000	16.6		1992	19.3
	1999	11.7		1991	38.4
	1998	3.3		1990	-13.8
	1997	27.5		1989	18.3
	TOP 10 POSITIONS % of Net Assets Applicable to Common Stockholders
	Apollo Investment				1.5	%
	Ritchie Bros. Auctioneers				1.3
	Alliance Capital Management Holding L.P.				1.2
	SEACOR Holdings				1.0
	Arrow International				1.0
	Lincoln Electric Holdings				1.0
	Cimarex Energy				0.9
	Coherent				0.9
	Endo Pharmaceuticals Holdings				0.9
	Carbo Ceramics				0.9
	PORTFOLIO SECTOR BREAKDOWN % of Net Assets Applicable to Common Stockholders
	Technology				23.2	%
	Industrial Products				19.8
	Industrial Services				14.4
	Financial Intermediaries				11.3
	Natural Resources				10.9
	Financial Services				10.1
	Health				10.1
	Consumer Products				9.5
	Consumer Services				6.9
	Utilities				0.3
	Diversified Investment Companies				0.1
	Miscellaneous				3.2
	Bonds & Preferred Stocks				0.2
	Treasuries, Cash and Cash Equivalents				3.1

4  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005

ROYCE MICRO-CAP TRUST
Manager’s Discussion Royce Micro-Cap Trust (RMT) was down 1.4% on a net asset value basis (NAV) and down 4.7% on a market price basis for the year-to-date period ended 6/30/05. On an NAV basis, the Fund was only slightly behind its small-cap benchmark, the Russell 2000, which lost 1.3% for the same period, though its market price return trailed by a wider margin. The Fund’s results were disappointing, though short-term time periods, whether good or bad, are not a matter that generally raises great concern with us. RMT was down 1.8% on an NAV basis and down 8.4% on a market price basis in the first quarter versus a decline of 5.3% for the Russell 2000. In the short-term rally that began late in April and gave many stocks positive second-quarter returns, the Fund did not participate to the same degree as its small-cap benchmark. RMT was up 0.4% on an NAV basis and 4.0% on a market price basis in the second quarter, while the Russell 2000 gained 4.3%.      However, an underwhelming six months did not adversely affect RMT’s strong NAV performance over market-cycle and other long-term periods. From the small-cap market peak on 3/9/00 through 6/30/05, RMT gained 86.5% versus 13.0% for the Russell 2000. While outperformance of the small-cap index from a market high is not unusual for a value-oriented portfolio, beating the Russell 2000 from a market low is less likely. We were thus very pleased that RMT outpaced its benchmark for the period from the small-cap market trough on 10/9/02 through 6/30/05, with a gain of 115.8% versus 102.3% for the Russell 2000. In addition, the Fund outperformed its small-cap benchmark on an NAV basis for the three-, five-, 10-year and since inception (12/14/93) periods ended 6/30/05, while on a market price basis, RMT outperformed the Russell 2000 for each of these periods as well as for the one-year period ended 6/30/05. RMT’s average annual NAV total return since inception was 13.8%.      Although five of the Fund’s 10 sectors posted losses in the first half, Technology was hardest hit as a group. Losses on a dollar basis for holdings in that sector were more than three times that of the next poorest-performing group, Industrial Services. While unwelcome, it was not entirely surprising to see the Fund’s Tech issues struggle. The sector was not only the Fund’s best performing area in 2003–a very strong year for micro-cap stocks in general–but was also profitable on a dollar basis in 2004, so some give-back seemed inevitable. In addition, Technology was the Fund’s largest sector at June 30, as it was at the end of 2003 and 2004, so it makes sense that holdings in that area would have a significant impact on performance. Throughout the portfolio, our practice during any down period is to look for what we think is attractive value among stocks whose prices are falling, whether in new or existing positions. In the first half, we did increase our stake in certain positions that declined in value, while in others we chose to maintain our position because we did not see the kind of bargains that would have made additional purchases seem wise. We built positions in specialty chemical producer and distributor Aceto Corporation and in technology products and services provider PC Mall. At June 30, we also held good-sized positions in aerospace components maker Lowrance Electronics, electronic components distributor Richardson Electronics and IT and business consultant Computer Task Group. All performance information in this 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. Performance information does not reflect the deduction of taxes that a stockholder would pay on distributions or on the sale of shares. 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.			NAV AVERAGE ANNUAL TOTAL RETURNS Through 6/30/05
			Second Quarter 2005*			0.38%
			January - June 2005*			-1.39
			1-Year			8.01
			3-Year			14.08
			5-Year			14.07
			10-Year			14.14
			Since Inception (12/14/93)			13.81
		* Not annualized.
			CALENDAR YEAR NAV TOTAL RETURNS
		Year		RMT	Year	RMT
		2004		18.7%	1998	-4.1%
		2003		55.6	1997	27.1
		2002		-13.8	1996	16.6
		2001		23.4	1995	22.9
		2000		10.9	1994	5.0
		1999		12.7
			TOP 10 POSITIONS % of Net Assets Applicable to Common Stockholders
			Juno Lighting			1.4%
			Sapient Corporation			1.4
			Stein Mart			1.4
			HomeFed Corporation			1.3
			Transaction Systems Architects Cl. A			1.2
			ASA Bermuda			1.1
			Excel Technology			1.1
			Seneca Foods			1.1
			Covansys Corporation			1.0
			PICO Holdings			1.0
			PORTFOLIO SECTOR BREAKDOWN % of Net Assets Applicable to Common Stockholders
			Technology			26.0%
			Health			15.6
			Industrial Products			15.2
			Industrial Services			14.4
			Natural Resources			10.4
			Financial Intermediaries			5.9
			Consumer Services			5.8
			Consumer Products			5.2
			Financial Services			1.7
			Diversified Investment Companies			1.6
			Miscellaneous			4.9
			Preferred Stock			0.4
			Cash and Cash Equivalents			14.3
	THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  5

ROYCE FOCUS TRUST
	NAV AVERAGE ANNUAL TOTAL RETURNS Through 6/30/05			Manager’s Discussion Royce Focus Trust (FUND) endured a dismal first half, with a decline of 6.3% on a net asset value (NAV) basis and a loss of 16.2% on a market price basis for the year-to-date period ended 6/30/05, both results trailing its small-cap benchmark, the Russell 2000, which lost 1.3% for the same period. The Fund struggled in the downdraft that lasted through the first quarter until 4/28/05. In the first quarter, the Fund was down 5.1% on an NAV basis and down 4.3% on a market price basis, then down another 6.5% and 9.5%, respectively, in April. The likelihood of attaining positive first-half returns became impossible when the Fund’s respectable NAV results in May and June could not generate a positive second-quarter return. (The Fund’s market price results for May and June were negative.) Short-term losses on both an NAV and market price basis were not entirely surprising in the context of the portfolio’s very strong returns in 2004 and 2003–a snap-back of some kind seemed inevitable. Of course, this does not mean that we were not disappointed. Negative returns, even in the short term, are never something that we welcome, even though we understand that at times they are probably unavoidable.      The Fund’s NAV returns were strong on both an absolute and relative basis in the longer-term and market cycle periods ended 6/30/05. From the small-cap market peak on 3/9/00, FUND soundly beat the Russell 2000, up 113.6% versus 13.0% for the small-cap index. The Fund also outpaced the Russell 2000 from the small-cap market trough on 10/9/02, gaining 124.6% versus 102.3% for its benchmark. In addition, FUND was ahead of the Russell 2000 for the one-, three-, five-year and since inception of our management (11/1/96) periods ended 6/30/05. The Fund’s average annual NAV total return for the since inception period was 12.5%.      Eight of the Fund’s nine equity sectors posted net losses in the first half, with the most significant on a dollar basis coming from the Industrial Products, Industrial Services and Financial Services sectors. In some cases, we took advantage of lower prices by buying additional shares, such as in biotech firm Lexicon Genetics, which uses proprietary gene knockout technology to treat disease. We liked both its new business partnerships and its progress toward new treatments enough to build our position in May. We were also confident in the long-term prospects for Dycom Industries, so we increased our stake in March. The company provides contract engineering and construction services for the telecommunications and cable industries. In May, it forecasted reduced fiscal fourth-quarter revenues (to end on 7/31/05), which caused its stock to remain mostly underwater through the remainder of the first half.      We continued to hold a good-sized position in Schnitzer Steel Industries when its price began to slip after reaching record highs earlier in 2005. Low debt, growing revenues and its status as an established leader in a business with high barriers to entry–scrap metal and recycling–first led us to the firm. Many forecasts for the domestic steel industry have been negative, which also played a role in the sell-off. The difficulty of integrating a new acquisition was a factor in the falling share price of eFunds Corporation. Still holding a high opinion of its fundamentals and management, we held a sizeable position in this multi-service financial company that deals in risk management, electronic transaction processing and ATM management. All performance information in this 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. Performance information does not reflect the deduction of taxes that a stockholder would pay on distributions or on the sale of shares. 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.
	Second Quarter 2005*	-1.27	%
	January - June 2005*	-6.29
	1-Year	9.48
	3-Year	17.65
	5-Year	16.63
	Since Inception (11/1/96) †	12.51
*	Not annualized.
†	Royce & Associates assumed investment management responsibility for the Fund on 11/1/96.
	CALENDAR YEAR NAV TOTAL RETURNS
	Year	FUND
	2004	29.2	%
	2003	54.3
	2002	-12.5
	2001	10.0
	2000	20.9
	1999	8.7
	1998	-6.8
	1997	20.5
	TOP 10 POSITIONS % of Net Assets Applicable to Common Stockholders
	New Zealand Government 6.5% Bond	5.7	%
	Athena Neurosciences Finance 7.25% Bond	4.6
	Canadian Government 3% Bond	4.1
	Trican Well Service	3.0
	Simpson Manufacturing	3.0
	IPSCO	2.9
	Glamis Gold	2.8
	Metal Management	2.8
	Alleghany Corporation	2.5
	Endo Pharmaceuticals Holdings	2.5
	PORTFOLIO SECTOR BREAKDOWN % of Net Assets Applicable to Common Stockholders
	Industrial Products	19.5	%
	Natural Resources	17.9
	Technology	10.6
	Health	7.8
	Financial Services	4.9
	Finanical Intermediaries	4.6
	Industrial Services	3.7
	Consumer Services	3.4
	Consumer Products	1.7
	Bonds	15.6
	Treasuries, Cash and Cash Equivalents	30.8

6  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005

HISTORY SINCE INCEPTION

The following table details the share accumulations by an initial investor in the Funds who reinvested all distributions (including fractional shares) 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 Price*		Shares		NAV Value**		Market Value**
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	Year-to-date distribution total $0.80				18.341		300
6/30/05		$	21,922				7,105	$	126,327	$	134,142
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	Year-to-date distribution total $0.62				13.642		126
6/30/05		$	8,900				2,868	$	38,775	$	39,808
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	Year-to-date distribution total $0.24				9.059		47
6/30/05		$	7,044				1,971	$	17,542	$	16,852

*	Beginning with the 1997 (RVT), 2002 (RMT) and 2004 (FUND) distributions, the purchase price of distributions is a weighted average of the distribution reinvestment prices for the year.
**	Other than for initial purchase and June 30, 2005, values are stated as of December 31 of the year indicated, after reinvestment of distributions.

THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  7

ROYCE VALUE TRUST

   Schedule of Investments

	SHARES		VALUE
COMMON STOCKS – 119.8%
Consumer Products – 9.5%
Apparel and Shoes - 3.4%
Columbia Sportswear Company a,d	50,000	$	2,469,500
Jones Apparel Group	81,500		2,529,760
K-Swiss Cl. A	194,200		6,280,428
Steven Madden a	48,000		852,480
Oshkosh B’Gosh Cl. A	104,300		2,710,757
Polo Ralph Lauren Cl. A	150,000		6,466,500
Tandy Brands Accessories	51,900		565,710
Timberland Company Cl. A a,d	60,000		2,323,200
Tommy Hilfiger a,d	109,600		1,508,096
Warnaco Group (The) a	32,000		744,000
Weyco Group	307,992		6,068,982
			32,519,413
Collectibles - 0.9%
Action Performance Companies a	321,100		2,832,102
The Boyds Collection a,d	524,200		933,076
Enesco Group a	47,200		141,128
Topps Company (The)	410,500		4,117,315
			8,023,621
Food/Beverage/Tobacco - 0.3%
Hain Celestial Group a,d	37,800		737,100
Hershey Creamery Company	709		1,595,250
Lancaster Colony	16,900		725,348
			3,057,698
Home Furnishing and Appliances - 0.6%
Chromcraft Revington a	36,200		494,130
Ethan Allen Interiors	56,000		1,876,560
Falcon Products a,c	601,100		12,022
La-Z-Boy	108,200		1,576,474
Natuzzi ADR b	215,200		1,751,728
			5,710,914
Publishing - 0.7%
Journal Communications Cl. A	80,200		1,347,360
Scholastic Corporation a,d	130,000		5,011,500
			6,358,860
Sports and Recreation - 1.3%
Callaway Golf Company	185,800		2,866,894
Coachmen Industries	47,700		597,681
Monaco Coach	161,050		2,768,450
Nautilus	2,000		57,000
Oakley	275,000		4,683,250
Sturm, Ruger & Company	30,000		251,100
Thor Industries	48,000		1,508,640
			12,733,015
Other Consumer Products - 2.3%
Blyth	14,700		412,335
Burnham Holdings Cl. B	36,000		900,000
Dorel Industries Cl. B a,d	30,500		1,069,513
Fossil a	150,900		3,425,430
Lazare Kaplan International a	103,600		1,056,720
Leapfrog Enterprises a,d	224,700		2,539,110
Matthews International Cl. A	166,000		6,467,360
RC2 Corporation a	155,400		5,838,378
			21,708,846
Total (Cost $64,578,176)			90,112,367

	SHARES		VALUE
Consumer Services – 6.9%
Direct Marketing - 0.3%
Collegiate Pacific	36,500	$	375,950
Sportsman’s Guide (The) a	126,050		2,363,438
			2,739,388
Leisure and Entertainment - 0.5%
Carmike Cinemas	21,000		644,280
Dover Downs Gaming & Entertainment	66,800		885,768
4Kids Entertainment a,d	21,000		417,480
GTECH Holdings	19,000		555,560
Gemstar-TV Guide International a	201,100		721,949
Hasbro	50,000		1,039,500
Steiner Leisure a	22,800		845,196
			5,109,733
Media and Broadcasting - 0.1%
Cox Radio Cl. A a	23,000		362,250
Westwood One	26,000		531,180
			893,430
Restaurants and Lodgings - 0.8%
Benihana Cl. A a	6,600		94,380
CEC Entertainment a,d	45,000		1,894,050
IHOP Corporation	116,700		5,063,613
Jack in the Box a	2,000		75,840
Ryan’s Restaurant Group a	7,200		100,872
			7,228,755
Retail Stores - 3.7%
AnnTaylor Stores a	22,500		546,300
BJ’s Wholesale Club a	26,000		844,740
Big Lots a	255,300		3,380,172
CarMax a	103,000		2,744,950
Charlotte Russe Holding a	18,000		224,280
Charming Shoppes a,d	494,400		4,612,752
Claire’s Stores	167,200		4,021,160
†Cost Plus a,d	26,000		648,440
Dress Barn (The) a,d	100,000		2,263,000
GameStop Corporation Cl. A a	52,300		1,710,733
Krispy Kreme Doughnuts a,d	17,000		118,320
Movie Gallery	41,000		1,083,630
Neiman Marcus Group (The) Cl. A	800		77,536
†99 Cents Only Stores a,d	85,000		1,080,350
Payless ShoeSource a	209,600		4,024,320
Stein Mart	172,800		3,801,600
Urban Outfitters a	43,500		2,466,015
Wet Seal (The) Cl. A a,d	162,000		1,099,170
Wild Oats Markets a,d	82,000		938,900
			35,686,368
Other Consumer Services - 1.5%
Corinthian Colleges a	283,300		3,617,741
MoneyGram International	217,100		4,150,952
Sotheby’s Holdings Cl. A a	485,200		6,647,240
			14,415,933
Total (Cost $48,172,464)			66,073,607
Diversified Investment Companies – 0.1%
Closed-End Mutual Funds - 0.1%
Central Fund of Canada Cl. A	176,500		935,450
Total (Cost $959,429)			935,450

8  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

JUNE 30, 2005 (Unaudited)

	SHARES		VALUE
Financial Intermediaries – 11.3%
Banking - 3.5%
BOK Financial	129,327	$	5,964,561
Bankrate a,d	25,000		503,500
Citizens Bancorp	3,500		73,500
Exchange National Bancshares	20,000		553,200
†Eurobancshares a	42,000		674,100
Farmers & Merchants Bank of Long Beach	1,266		7,121,250
First National Bank Alaska	2,130		4,707,300
Heritage Financial	12,300		270,108
HopFed Bancorp	25,000		392,750
Jefferson Bancshares	25,000		320,000
Mechanics Bank	200		3,620,000
Mercantile Bankshares	20,000		1,030,600
NBC Capital	30,300		737,502
NetBank	70,000		652,400
Ocwen Financial a,d	47,000		317,720
Old Point Financial	6,500		199,160
Oriental Financial Group	54,147		826,283
Partners Trust Financial Group	130,000		1,388,400
Sun Bancorp a	39,900		824,733
Tompkins Trustco	15,950		692,230
Whitney Holding	40,500		1,321,515
Wilber Corporation	31,700		381,034
Wilmington Trust	31,000		1,116,310
Yadkin Valley Bank & Trust Company	3,800		55,100
			33,743,256
Insurance - 6.6%
Alleghany Corporation a	10,880		3,231,360
Argonaut Group a,d	187,000		4,317,830
Aspen Insurance Holdings	68,000		1,874,080
Baldwin & Lyons Cl. B	22,200		535,020
Commerce Group	44,500		2,763,895
Erie Indemnity Company Cl. A	139,900		7,589,575
IPC Holdings	27,000		1,069,740
Leucadia National	77,250		2,984,168
Markel Corporation a,d	4,200		1,423,800
Montpelier Re Holdings	77,000		2,662,660
NYMAGIC	85,200		1,989,420
Navigators Group a	83,200		2,876,224
Ohio Casualty	187,000		4,521,660
Philadelphia Consolidated Holding a	35,000		2,966,600
Phoenix Companies (The)	81,900		974,610
ProAssurance Corporation a	76,070		3,176,683
PXRE Group	166,551		4,200,416
RLI	99,724		4,447,690
Transatlantic Holdings	5,500		307,010
21st Century Insurance Group	62,000		920,080
U.S.I. Holdings a	40,000		515,200
Wesco Financial	7,750		2,790,000
Zenith National Insurance	64,300		4,363,398
			62,501,119
Real Estate Investment Trusts - 0.1%
Gladstone Commercial	30,000		472,800
Sun Communities	20,400		758,676
			1,231,476
Securities Brokers - 1.0%
E*TRADE Financial a	411,900		5,762,481
First Albany	144,000		858,240

	SHARES		VALUE
Investment Technology Group a	94,300	$	1,982,186
Knight Capital Group Cl. A a	129,700		988,314
			9,591,221
Other Financial Intermediaries - 0.1%
Archipelago Holdings a,d	17,400		678,426
Total (Cost $64,873,150)			107,745,498
Financial Services – 10.1%
Information and Processing - 2.9%
Advent Software a	171,100		3,466,486
eFunds Corporation a	252,575		4,543,824
FactSet Research Systems	117,750		4,220,160
Fair Isaac	64,300		2,346,950
Global Payments	68,500		4,644,300
Interactive Data	134,300		2,790,754
SEI Investments	162,500		6,069,375
			28,081,849
Insurance Brokers - 1.2%
Crawford & Company Cl. A	329,200		2,195,764
Crawford & Company Cl. B	60,300		447,426
Gallagher (Arthur J.) & Company	111,200		3,016,856
Hilb Rogal & Hobbs Company	155,050		5,333,720
			10,993,766
Investment Management - 5.3%
Alliance Capital Management Holding L.P.	239,100		11,175,534
Apollo Investment	767,109		14,137,819
BKF Capital Group	7,500		284,325
Eaton Vance	140,400		3,356,964
Federated Investors Cl. B	101,900		3,058,019
Gabelli Asset Management Cl. A	168,600		7,450,434
MCG Capital	138,000		2,357,040
MVC Capital	310,900		3,109,000
National Financial Partners	17,000		665,380
Nuveen Investments Cl. A	138,600		5,214,132
			50,808,647
Other Financial Services - 0.7%
CharterMac	59,600		1,308,816
Credit Acceptance a,d	30,000		446,700
†International Securities Exchange Cl. A a,d	50,000		1,255,500
Municipal Mortgage & Equity	47,300		1,229,327
†Nasdaq Stock Market a,d	25,000		471,500
PRG-Schultz International a	467,000		1,316,940
Van der Moolen Holding ADR b	21,000		98,910
World Acceptance a	21,700		652,085
			6,779,778
Total (Cost $73,650,886)			96,664,040
Health – 10.1%
Commercial Services - 2.3%
Covance a	52,700		2,364,649
†Dendrite International a,d	78,000		1,076,400
First Consulting Group a	560,900		2,876,856
ICON ADR a,b	34,100		1,183,270
IDEXX Laboratories a	92,300		5,753,059
PAREXEL International a	282,700		5,611,595
TriZetto Group (The) a,d	215,200		3,014,952
			21,880,781
Drugs and Biotech - 3.5%
Abgenix a	38,000		326,040

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  9

ROYCE VALUE TRUST

   Schedule of Investments

	SHARES	VALUE
Health (continued)
Drugs and Biotech (continued)
Affymetrix a	59,100	$	3,187,263
Andrx Corporation a,d	22,000		446,820
Antigenics a,d	99,300		537,213
Applera Corporation-
Celera Genomics Group a	139,200		1,527,024
Cephalon a	4,900		195,069
Cerus Corporation a,d	21,700		96,131
Chiron Corporation a	21,800		760,602
†Connetics Corporation a,d	76,000		1,340,640
DUSA Pharmaceuticals a,d	79,700		741,210
Elan Corporation ADRa,b,d	312,100		2,128,522
Endo Pharmaceuticals Holdings a,d	318,200		8,362,296
Eon Labs a	3,000		91,920
Gene Logic a	365,000		1,208,150
Hi-Tech Pharmacal a	34,500		1,099,170
Human Genome Sciences a	90,000		1,042,200
Lexicon Genetics a,d	463,300		2,288,702
Millennium Pharmaceuticals a	100,000		927,000
Orchid Cellmark a,d	30,000		324,300
Par Pharmaceutical Companies a,d	40,000		1,272,400
Perrigo Company	171,750		2,394,195
†QLT a,d	78,500		817,970
Shire Pharmaceuticals Group ADR b	20,853		683,978
†Telik a,d	96,000		1,560,960
			33,359,775
Health Services - 0.9%
Accredo Health a	8,705		395,207
Albany Molecular Research a	85,000		1,190,000
Eclipsys Corporation a	20,000		281,400
Gentiva Health Services a	30,150		538,479
HMS Holdings a	50,000		333,000
Health Management Associates Cl. A	27,400		717,332
Lincare Holdings a,d	34,600		1,413,064
Mediware Information Systems a	58,200		580,254
MedQuist a	73,893		960,609
National Home Health Care	20,000		243,798
On Assignment a	497,500		2,477,550
Quovadx a	3,000		8,280
			9,138,973
Medical Products and Devices - 3.3%
Allied Healthcare Products a	191,200		938,792
Arrow International	297,602		9,493,504
ArthroCare Corporation a,d	10,000		349,400
Bruker BioSciences a	390,200		1,556,898
CONMED Corporation a	81,500		2,507,755
Datascope	12,000		400,200
Diagnostic Products	25,000		1,183,250
Invacare Corporation	88,000		3,903,680
Natus Medical a,d	69,500		781,875
Novoste Corporation a	66,500		65,170
Orthofix International a,d	16,000		688,640
STERIS Corporation	167,100		4,306,167
Thoratec Corporation a	2,000		30,680
Varian Medical Systems a	61,600		2,299,528
Young Innovations	62,550		2,334,992
Zoll Medical a	20,200		514,090
			31,354,621

	SHARES		VALUE
Personal Care - 0.1%
Inter Parfums	500	$	9,695
Nutraceutical International a	22,800		304,380
			314,075
Total (Cost $72,945,879)			96,048,225
Industrial Products – 19.8%
Automotive - 1.3%
Adesa	100,900		2,196,593
CLARCOR	44,000		1,287,000
Gentex Corporation	137,600		2,504,320
LKQ Corporation a,d	188,000		5,104,200
Quantam Fuel Systems Technologies
Worldwide a,d	15,500		77,500
Superior Industries International	49,000		1,161,300
			12,330,913
Building Systems and Components - 1.4%
AZZ a	25,600		442,880
Decker Manufacturing	6,022		225,825
Preformed Line Products Company	91,600		3,737,280
Simpson Manufacturing	260,800		7,967,440
Teleflex	12,800		759,936
			13,133,361
Construction Materials - 2.3%
Ash Grove Cement Company Cl. B	50,518		7,931,326
ElkCorp	34,000		970,700
Florida Rock Industries	104,350		7,654,072
Heywood Williams Group a	958,837		1,657,820
Synalloy Corporation a,c	345,000		3,501,750
			21,715,668
Industrial Components - 1.6%
AMETEK	86,000		3,599,100
Barnes Group	36,000		1,191,600
Bel Fuse Cl. A	26,200		673,078
C & D Technologies	345,700		3,176,983
Donaldson Company	52,000		1,577,160
Intermagnetics General a	4,350		133,806
PerkinElmer	135,000		2,551,500
Powell Industries a	92,400		1,743,588
Valmont Industries	22,000		567,600
Woodhead Industries	45,400		572,494
			15,786,909
Machinery - 5.6%
Coherent a	238,500		8,588,385
Federal Signal	58,600		914,160
GSI Group a	84,500		795,990
Graco	96,825		3,298,828
IDEX Corporation	36,000		1,389,960
Lincoln Electric Holdings	275,380		9,128,847
National Instruments	71,400		1,513,680
Nordson Corporation	172,200		5,903,016
PAXAR Corporation a	285,100		5,060,525
Pason Systems	116,400		2,023,604
†Rofin-Sinar Technologies a	135,000		4,428,000
T-3 Energy Services a,d	338,610		3,325,150
UNOVA a,d	32,000		852,160
Woodward Governor Company	73,600		6,184,608
			53,406,913

10  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

JUNE 30, 2005 (Unaudited)

	SHARES		VALUE
Industrial Products (continued)
Metal Fabrication and Distribution - 2.2%
Commercial Metals Company		41,300		$	983,766
CompX International Cl. A		302,300			5,063,525
IPSCO		16,500			721,050
Kaydon Corporation		208,700			5,812,295
Metal Management		138,400			2,678,040
NN		127,100			1,611,628
†Novamerican Steel a,d		7,800			215,280
Oregon Steel Mills a		166,400			2,863,744
Schnitzer Steel Industries Cl. A		34,000			805,800
					20,755,128
Paper and Packaging - 0.2%
Peak International a		408,400			1,588,676
Pumps, Valves and Bearings - 0.7%
Baldor Electric		62,900			1,529,728
Conbraco Industries a		7,630			1,632,820
Franklin Electric		84,200			3,254,330
					6,416,878
Specialty Chemicals and Materials - 2.0%
Aceto Corporation		311,250			2,328,150
Bairnco Corporation		43,000			462,250
Balchem Corporation		37,800			1,135,890
CFC International a,d		99,000			1,905,750
Cabot Corporation		56,500			1,864,500
Hawkins		206,878			2,513,568
Lydall a		43,000			370,660
MacDermid		247,631			7,716,182
Schulman (A.)		600			10,734
Sensient Technologies		22,000			453,420
Spartech Corporation		43,000			765,400
					19,526,504
Textiles - 0.1%
Unifi a		315,100			1,336,024
Other Industrial Products - 2.4%
Brady Corporation Cl. A		228,800			7,092,800
Diebold		85,000			3,834,350
Imagistics International a		43,000			1,204,000
Kimball International Cl. B		437,380			5,773,416
Maxwell Technologies a		21,500			262,085
Myers Industries		30,499			381,238
Peerless Manufacturing a,c		158,600			2,299,700
Quixote Corporation		12,000			235,320
Steelcase Cl. A		50,000			692,500
Trinity Industries		27,000			864,810
					22,640,219
Total (Cost $118,232,181)					188,637,193
Industrial Services – 14.4%
Advertising and Publishing - 0.7%
Interpublic Group of Companies a,d		510,000			6,211,800
ValueClick a,d		20,000			246,600
					6,458,400
Commercial Services - 5.3%
ABM Industries		134,800			2,628,600
Aaron Rents		4,500			112,005
Administaff		12,000			285,120
Allied Waste Industries a		188,800			1,497,184
Brink’s Company (The)		87,278			3,142,008

	SHARES			VALUE
Carlisle Holdings		194,900	$	1,218,125
Central Parking		75,800		1,042,250
Collectors Universe a,d		15,500		271,560
Convergys Corporation a,d		121,000		1,720,620
Copart a,d		138,100		3,286,780
Digital Theater Systems a,d		38,600		688,238
Harsco Corporation		11,000		600,050
Hewitt Associates Cl. A a,d		59,000		1,564,090
Hudson Highland Group a		61,098		952,518
Iron Mountain a		191,175		5,930,248
Kelly Services Cl. A		15,000		429,600
Learning Tree International a		53,400		641,868
MPS Group a		564,600		5,318,532
Manpower		105,800		4,208,724
Monster Worldwide a		79,000		2,265,720
New Horizons Worldwide a		96,600		338,090
RemedyTemp Cl. A a		77,500		685,875
Renaissance Learning		15,000		304,500
Reynolds & Reynolds Company Cl. A		27,000		729,810
Rollins		130,500		2,615,220
Spherion Corporation a		53,000		349,800
TRC Companies a,d		65,200		765,448
Viad Corporation		87,550		2,481,167
Watson Wyatt & Company Holdings		59,300		1,519,859
West Corporation a		75,000		2,880,000
				50,473,609
Engineering and Construction - 1.8%
Champion Enterprises a		149,000		1,481,060
Dycom Industries a		59,000		1,168,790
EMCOR Group a		21,100		1,031,790
Fleetwood Enterprises a		234,300		2,378,145
†Foster Wheeler a,d		55,000		1,081,300
Insituform Technologies Cl. A a		174,300		2,794,029
Jacobs Engineering Group a		10,000		562,600
MasTec a,d		108,000		950,400
Washington Group International a		109,000		5,572,080
				17,020,194
Food and Tobacco Processors - 0.3%
MGP Ingredients		216,400		1,796,120
Seneca Foods Cl. A a		48,000		777,600
Seneca Foods Cl. B a		6,500		105,625
Sunopta a,d		84,000		477,120
				3,156,465
Industrial Distribution - 1.7%
Central Steel & Wire		3,799		2,199,621
Ritchie Bros. Auctioneers		310,400		11,965,920
Strategic Distribution a		115,000		1,205,200
Watsco		14,000		596,400
				15,967,141
Printing - 0.2%
Bowne & Co.		68,100		984,726
Ennis		62,700		1,136,124
				2,120,850
Transportation and Logistics - 3.8%
AirNet Systems a		219,000		921,990
Alexander & Baldwin		60,000		2,781,000
Atlas Air Worldwide Holdingsa,f		47,000		1,527,500
C. H. Robinson Worldwide		40,000		2,328,000
Continental Airlines Cl. B a,d		100,000		1,328,000

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  11

ROYCE VALUE TRUST

   Schedule of Investments

	SHARES		VALUE
Industrial Services (continued)
Transportation and Logistics (continued)
EGL a,d	188,125	$	3,822,700
Forward Air	234,750		6,636,382
Frozen Food Express Industries a	286,635		3,244,708
Hub Group Cl. A a,d	134,000		3,356,700
Landstar System a	11,200		337,344
Pacer International a	44,000		958,760
Patriot Transportation Holding a	101,300		5,158,196
Swift Transportation Company a,d	40,400		940,916
UTI Worldwide	35,000		2,436,700
			35,778,896
Other Industrial Services - 0.6%
Landauer	117,900		6,120,189
Total (Cost $90,183,178)			137,095,744
Natural Resources – 10.9%
Energy Services - 4.2%
Atwood Oceanics a	19,700		1,212,732
Carbo Ceramics	105,600		8,338,176
Core Laboratories a	10,000		268,200
ENSCO International	6,443		230,337
Global Industries a	119,500		1,015,750
Hanover Compressor Company a,d	160,000		1,841,600
Helmerich & Payne	173,900		8,159,388
Input/Output a	669,100		4,201,948
Key Energy Services a	10,000		120,650
†Maverick Tube a,d	25,000		745,000
Precision Drilling a	31,000		1,223,880
TETRA Technologies a,d	57,750		1,839,338
Tidewater	46,600		1,776,392
Universal Compression Holdings a	105,000		3,805,200
W-H Energy Services a	41,000		1,022,130
Willbros Group a,d	265,600		3,803,392
			39,604,113
Oil and Gas - 3.6%
†Bill Barrett a,d	50,000		1,479,000
Chesapeake Energy	26,000		592,800
Cimarex Energy a	228,791		8,902,258
Delta Petroleum a,d	50,000		706,000
EOG Resources	10,000		568,000
Houston Exploration Company (The) a	50,000		2,652,500
Penn Virginia	32,000		1,429,440
Pioneer Drilling Company a	82,800		1,263,528
Plains Exploration & Production Company a	76,500		2,718,045
Pogo Producing Company	1,700		88,264
Remington Oil & Gas a	78,500		2,802,450
SEACOR Holdings a	149,500		9,612,850
Stone Energy a	19,000		929,100
Whiting Petroleum a	16,000		580,960
			34,325,195
Precious Metals and Mining - 1.8%
Agnico-Eagle Mines	58,000		730,800
†Apex Silver Mines a	19,500		267,930
Arizona Star Resource a	30,000		105,289
Aurizon Mines a	187,000		188,870
Bema Gold a	300,000		717,000

	SHARES		VALUE
Coeur d’Alene Mines a	50,000	$	181,500
Cumberland Resources a	200,000		230,000
Etruscan Resources a	100,000		146,099
Gammon Lake Resources a	220,000		1,480,600
Glamis Gold a	262,000		4,509,020
Golden Star Resources a	135,000		418,500
Hecla Mining Company a	648,000		2,954,880
IAMGOLD Corporation	240,000		1,636,800
Kingsgate Consolidated	175,747		379,932
MK Resources Company a	431,700		518,040
Meridian Gold a	128,500		2,313,000
Metallica Resources a	50,000		62,000
Minefinders Corporation a,d	70,000		323,400
Miramar Mining a,d	245,000		281,750
Northern Orion Resources a,d	20,000		49,000
Stillwater Mining Company a	10,780		79,988
			17,574,398
Real Estate - 0.8%
Alico d	27,000		1,388,610
CB Richard Ellis Group Cl. A a	95,000		4,166,700
Consolidated-Tomoka Land	13,564		1,166,504
Trammell Crow Company a	46,500		1,127,160
			7,848,974
Other Natural Resources - 0.5%
PICO Holdings a	151,100		4,496,736
Total (Cost $66,551,052)			103,849,416
Technology – 23.2%
Aerospace and Defense - 0.8%
Allied Defense Group (The) a	70,600		1,625,212
Armor Holdings a,d	33,500		1,326,935
Astronics Corporation a	52,400		474,220
Ducommun a	117,200		1,981,852
Herley Industries a	2,000		36,480
Hexcel Corporation a,d	35,000		592,200
Integral Systems	49,800		1,126,974
Titan Corporation a	5,000		113,700
			7,277,573
Components and Systems - 6.2%
Adaptec a	167,000		647,960
American Power Conversion	151,200		3,566,808
Analogic Corporation	34,900		1,756,168
Belden CDT	57,800		1,225,360
Checkpoint Systems a	110,000		1,947,000
†Daktronics d	20,000		400,200
Dionex Corporation a	91,000		3,968,510
Electro Scientific Industries a	43,000		768,840
†Electronics for Imaging a,d	32,000		673,280
†Energy Conversion Devices a,d	180,500		4,039,590
Excel Technology a,d	168,500		4,094,550
Imation Corporation	15,700		609,003
InFocus Corporation a	79,000		327,060
KEMET Corporation a	171,000		1,077,300
Kronos a	38,775		1,566,122
Methode Electronics	50,000		593,500
Metrologic Instruments a	15,000		188,100
Nam Tai Electronics	44,000		1,000,560
Neoware Systems a,d	28,000		286,720

12  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

JUNE 30, 2005 (Unaudited)

	SHARES		VALUE
Technology (continued)
Components and Systems (continued)
Newport Corporation a	152,900	$	2,119,194
Perceptron a	397,400		2,698,346
Plexus Corporation a	366,700		5,218,141
Power-One a	10,000		63,100
REMEC a,d	84,383		540,048
Radiant Systems a	32,500		370,500
SafeNet a,d	36,240		1,234,334
SanDisk Corporation a,d	41,000		972,930
Symbol Technologies	96,700		954,429
TTM Technologies a,d	253,600		1,929,896
Technitrol	363,400		5,134,842
Tektronix	109,680		2,552,254
Vishay Intertechnology a	288,000		3,418,560
Western Digital a	5,000		67,100
Zebra Technologies Cl. A a,d	76,525		3,351,030
			59,361,335
Distribution - 1.7%
Agilysys	165,125		2,592,462
Anixter International a	41,900		1,557,423
Arrow Electronics a	77,700		2,110,332
Avnet a	52,355		1,179,558
Benchmark Electronics a,d	165,800		5,043,636
Tech Data a	104,500		3,825,745
			16,309,156
Internet Software and Services - 1.4%
†Arbinet-thexchange a,d	15,000		100,500
CNET Networks a	155,400		1,824,396
CryptoLogic	172,000		5,161,720
CyberSource Corporation a,d	10,000		73,100
DoubleClick a	181,700		1,524,463
†eResearch Technology a,d	189,000		2,530,710
Lionbridge Technologies a	37,500		254,250
RealNetworks a,d	185,400		921,438
S1 Corporation a	20,000		94,200
Satyam Computer Services ADR b	20,000		520,000
†SupportSoft a,d	90,000		467,100
			13,471,877
IT Services - 4.6%
answerthink a,d	655,000		2,325,250
BearingPoint a,d	649,000		4,757,170
Black Box	47,000		1,663,800
CACI International Cl. A a,d	10,000		631,600
CGI Group Cl. A a	106,700		643,401
CIBER a,d	10,000		79,800
Computer Task Group a	101,100		364,971
Covansys Corporation a	258,900		3,326,865
DiamondCluster International a,d	80,400		908,520
Forrester Research a	92,300		1,645,709
Gartner Cl. A a	288,000		3,058,560
Keane a	443,000		6,069,100
MAXIMUS	145,900		5,148,811
Perot Systems Cl. A a	165,100		2,347,722
Sapient Corporation a,d	731,700		5,802,381
Syntel	148,500		2,380,455
Unisys Corporation a	375,000		2,373,750
			43,527,865

	SHARES		VALUE
Semiconductors and Equipment - 3.4%
BE Semiconductor Industries a,d	58,000	$	299,628
Cabot Microelectronics a,d	202,700		5,876,273
CEVA a	31,666		185,563
Cognex Corporation	118,400		3,100,896
Conexant Systems a,d	11,980		19,288
Credence Systems a	53,600		485,080
Cymer a	14,500		382,075
DSP Group a	115,000		2,745,050
Exar Corporation a	247,700		3,688,253
Fairchild Semiconductor
International Cl. A a,d	51,200		755,200
Helix Technology	36,900		490,032
Integrated Circuit Systems a	75,000		1,548,000
†International Rectifier a,d	20,000		954,400
Intevac a,d	57,450		601,501
Kulicke & Soffa Industries a,d	105,800		836,878
Lattice Semiconductor a	254,000		1,127,760
MEMC Electronic Materials a	74,000		1,166,980
Mentor Graphics a	170,200		1,744,550
National Semiconductor	76,400		1,683,092
Novellus Systems a	12,000		296,520
†Sanmina-SCI Corporation a,d	220,000		1,203,400
Semitool a	50,000		477,000
Silicon Storage Technology a	268,900		1,083,667
Staktek Holdings a	144,800		434,400
Veeco Instruments a,d	65,000		1,058,200
			32,243,686
Software - 2.9%
ANSYS a	20,000		710,200
Aspen Technology a	27,100		140,920
Autodesk	122,000		4,193,140
Business Objects ADR a,b,d	20,500		539,150
Compuware Corporation a	10,000		71,900
HPL Technologies a	609,750		335,362
iPass a,d	222,100		1,345,926
JDA Software Group a	99,900		1,136,862
MRO Software a,d	46,000		672,060
Macromedia a	51,600		1,972,152
†Majesco Entertainment Company a,d	189,400		1,238,676
ManTech International Cl. A a	119,400		3,706,176
Manugistics Group a	49,200		87,576
Novell a	80,000		496,000
Progress Software a	30,500		919,575
SPSS a	179,600		3,450,116
Sybase a,d	82,600		1,515,710
Transaction Systems Architects Cl. A a	213,150		5,249,885
			27,781,386
Telecommunications - 2.2%
ADTRAN	67,500		1,673,325
Broadwing Corporation a	1,000		4,620
Captaris a	50,000		207,000
Catapult Communications a,d	75,100		1,281,206
Covad Communications Group a,d	35,000		49,000
†Ditech Communications a,d	86,000		558,140
Foundry Networks a	292,500		2,524,275
Globecomm Systems a	233,700		1,404,537
IDT Corporation a	25,000		331,000

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  13

ROYCE VALUE TRUST	JUNE 30, 2005 (Unaudited)
Schedule of Investments

		SHARES		VALUE
Technology (continued)
Telecommunications (continued)
IDT Corporation Cl. B a		40,000	$	526,400
ITT Educational Services a		113,000		6,036,460
Level 3 Communications a,d		200,000		406,000
Metro One Telecommunications a,d		25,000		20,000
North Pittsburgh Systems		12,500		244,500
PECO II a,d		93,600		91,728
Powerwave Technologies a		16,700		170,674
Scientific-Atlanta		137,300		4,567,971
Time Warner Telecom Cl. A a,d		179,000		1,059,680
Tollgrade Communications a,d		20,000		150,000
				21,306,516
Total (Cost $180,899,003)				221,279,394
Utilities – 0.3%
CH Energy Group		44,500		2,164,035
Southern Union a		11,025		270,664
Total (Cost $2,127,416)				2,434,699
Miscellaneous – 3.2%
Total (Cost $29,545,813)				30,018,795
TOTAL COMMON STOCKS
(Cost $812,718,627)				1,140,894,428
PREFERRED STOCKS – 0.1%
Aristotle Corporation 11.00% Conv.		4,800		41,962
†Seneca Foods Conv. a,e		85,000		1,239,300
TOTAL PREFERRED STOCKS
(Cost $1,310,255)				1,281,262
	PRINCIPAL
	AMOUNT
CORPORATE BONDS – 0.1%
†Athena Neurosciences Finance 7.25%
Senior Note due 2/21/08	$	1,000,000		930,000
Dixie Group 7.00%
Conv. Sub. Deb. due 5/15/12		445,000		427,200
TOTAL CORPORATE BONDS
(Cost $1,181,552)				1,357,200

	PRINCIPAL
	AMOUNT			VALUE
U.S. TREASURY OBLIGATIONS – 1.3%
U. S. Treasury Notes
5.625%, due 2/15/06	$	12,000,000	$	12,165,468
TOTAL U.S. TREASURY OBLIGATIONS
(Cost $12,264,981)				12,165,468
REPURCHASE AGREEMENT – 1.6%
State Street Bank & Trust Company,
2.55% dated 6/30/05, due 7/1/05,
maturity value $14,861,053
(collateralized by obligations of various
U.S. Government Agencies,
valued at $15,232,952)
(Cost $14,860,000)				14,860,000
COLLATERAL RECEIVED FOR SECURITIES LOANED – 4.6%
U.S. Treasury Bills
due 9/15/05				9
U.S. Treasury Bonds
5.25%-10.625% due 8/15/15-5/15/30				23,980
U.S. Treasury Notes
1.625%-4.25% due 9/30/05-8/15/14				308,712
U.S. Treasury Strip-Principal
9.875% due 11/15/15				6,756
Money Market Funds
State Street Navigator Securities Lending
Prime Portfolio				43,368,667
(Cost $43,708,124)				43,708,124
TOTAL INVESTMENTS – 127.5%
(Cost $886,043,539)				1,214,266,482
LIABILITES LESS CASH
AND OTHER ASSETS – (4.4)%				(41,613,612	)
PREFERRED STOCK – (23.1)%				(220,000,000	)
NET ASSETS APPLICABLE TO
COMMON STOCKHOLDERS – 100.0%			$	952,652,870

a	Non-income producing.
b	American Depository Receipt.
c	At June 30, 2005, 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.
d	A portion of these securities were on loan at June 30, 2005. Total market value of loaned securities at June 30, 2005 was $42,535,533.
e	A security for which market quotations are no longer readily available represents 0.1% of net assets. This security has been valued at its fair value under procedures established by the Fund’s Board of Directors.
f	When issued.
†	New additions in 2005.
	Bold indicates the Fund’s largest 20 equity holdings in terms of June 30, 2005 market value.
INCOME TAX INFORMATION: The cost of total investments for Federal income tax purposes was $887,796,528. At June 30, 2005, net unrealized appreciation for all securities was $326,469,954, consisting of aggregate gross unrealized appreciation of $384,048,037 and aggregate gross unrealized depreciation of $57,578,083. The primary differences in book and tax basis cost is the timing of the recognition of losses on securities sold and amortization of discount for book and tax purposes.

14  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

ROYCE VALUE TRUST JUNE 30, 2005 (Unaudited)

   Statement of Assets and Liabilities

ASSETS:
Investments at value (including collateral on loaned securities)*
Non-Affiliates (cost $865,463,572)	$	1,193,593,010
Affiliated Companies (cost $5,719,967)		5,813,472
Total investments at value		1,199,406,482
Repurchase agreement (at cost and value)		14,860,000
Cash		904
Receivable for investments sold		10,315,375
Receivable for dividends and interest		1,061,210
Total Assets		1,225,643,971
LIABILITIES:
Payable for collateral on loaned securities		43,708,124
Payable for investments purchased		7,590,668
Payable for investment advisory fee		1,146,378
Preferred dividends accrued but not yet declared		288,449
Accrued expenses		257,482
Total Liabilities		52,991,101
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	$	952,652,870
ANALYSIS OF NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Common Stock paid-in capital – $0.001 par value per share; 53,571,348 shares outstanding (150,000,000 shares authorized)	$	642,294,436
Undistributed net investment income (loss)		(1,055,736	)
Accumulated net realized gain (loss) on investments		32,125,512
Net unrealized appreciation (depreciation) on investments		328,222,943
Quarterly and accrued distributions		(48,934,285	)
Net Assets applicable to Common Stockholders (net asset value per share – $17.78)	$	952,652,870
*Investments at identified cost (including $43,708,124 of collateral on loaned securities)	$	871,183,539

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  15

ROYCE VALUE TRUST SIX MONTHS ENDED JUNE 30, 2005 (Unaudited)

   Statement of Operations

INVESTMENT INCOME:
Income:
Dividends
Non-Affiliates	$	5,360,896
Interest		779,724
Securities lending		130,642
Total income		6,271,262
Expenses:
Investment advisory fees		6,710,439
Stockholder reports		261,412
Custody and transfer agent fees		129,039
Directors’ fees		61,073
Administrative and office facilities expenses		52,475
Professional fees		25,125
Other expenses		87,435
Total expenses		7,326,998
Net investment income (loss)		(1,055,736	)
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on investments
Non-Affiliates		27,805,524
Affiliated Companies		(2,298,095	)
Net change in unrealized appreciation (depreciation) on investments		(37,666,785	)
Net realized and unrealized gain (loss) on investments		(12,159,356	)
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM INVESTMENT OPERATIONS		(13,215,092	)
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS		(6,490,000	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS RESULTING FROM INVESTMENT OPERATIONS	$	(19,705,092	)

16  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

ROYCE VALUE TRUST

   Statement of Changes in Net Assets

	Six months ended 6/30/05 (unaudited)			Year ended 12/31/04
INVESTMENT OPERATIONS:
Net investment income (loss)	$	(1,055,736	)	$	(4,450,007	)
Net realized gain (loss) on investments		25,507,429			108,080,947
Net change in unrealized appreciation (depreciation) on investments		(37,666,785	)		87,658,900
Net increase (decrease) in net assets resulting from investment operations		(13,215,092	)		191,289,840
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net realized gain on investments		–			(12,980,000	)
Quarterly distributions*		(6,490,000	)		–
Total distributions to Preferred Stockholders		(6,490,000	)		(12,980,000	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS RESULTING FROM INVESTMENT OPERATIONS		(19,705,092	)		178,309,840
DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net realized gain on investments		–			(78,920,089	)
Quarterly distributions*		(42,155,836	)		–
Total distributions to Common Stockholders		(42,155,836	)		(78,920,089	)
CAPITAL STOCK TRANSACTIONS:
Reinvestment of distributions to Common Stockholders		21,209,369			43,141,563
Total capital stock transactions		21,209,369			43,141,563
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS		(40,651,559	)		142,531,314
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Beginning of period		993,304,429			850,773,115
End of period (including undistributed net investment income (loss) of $(1,055,736) at 6/30/05)	$	952,652,870		$	993,304,429
*To be allocated to net investment income and capital gains at year end.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  17

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, 2005
	(unaudited)				2004			2003			2002			2001			2000
NET ASSET VALUE, BEGINNING OF PERIOD	$	18.95		$	17.03		$	13.22		$	17.31		$	16.56		$	15.77
INVESTMENT OPERATIONS:
Net investment income (loss)		(0.02	)		(0.08	)		(0.05	)		(0.02	)		0.05			0.18
Net realized and unrealized gain (loss) on investments		(0.24	)		3.81			5.64			(2.25	)		2.58			2.58
Total investment operations		(0.26	)		3.73			5.59			(2.27	)		2.63			2.76
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net investment income		–			–			–			(0.01	)		(0.01	)		(0.03	)
Net realized gain on investments		–			(0.26	)		(0.26	)		(0.28	)		(0.30	)		(0.30	)
Quarterly distributions*		(0.12	)		–			–			–			–			–
Total distributions to Preferred Stockholders		(0.12	)		(0.26	)		(0.26	)		(0.29	)		(0.31	)		(0.33	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS RESULTING FROM INVESTMENT OPERATIONS		(0.38	)		3.47			5.33			(2.56	)		2.32			2.43
DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net investment income		–			–			–			(0.07	)		(0.05	)		(0.13	)
Net realized gain on investments		–			(1.55	)		(1.30	)		(1.44	)		(1.44	)		(1.35	)
Quarterly distributions*		(0.80	)		–			–			–			–			–
Total distributions to Common Stockholders		(0.80	)		(1.55	)		(1.30	)		(1.51	)		(1.49	)		(1.48	)
CAPITAL STOCK TRANSACTIONS:
Effect of reinvestment of distributions by Common Stockholders		0.01			0.00			(0.00	)		(0.02	)		(0.08	)		(0.16	)
Effect of rights offering and Preferred Stock offering		–			–			(0.22	)		–			–			–
Total capital stock transactions		0.01			0.00			(0.22	)		(0.02	)		(0.08	)		(0.16	)
NET ASSET VALUE, END OF PERIOD	$	17.78		$	18.95		$	17.03			13.22		$	17.31		$	16.56
MARKET VALUE, END OF PERIOD	$	18.88		$	20.44		$	17.21		$	13.25		$	15.72		$	14.438
TOTAL RETURN (a):
Market Value		(3.6	)%***		29.6	%		42.0	%		(6.9	)%		20.0	%		22.7	%
Net Asset Value		(2.0	)%***		21.4	%		40.8	%		(15.6	)%		15.2	%		16.6	%
RATIOS BASED ON AVERAGE NET ASSETS APPLICABLE TO
COMMON STOCKHOLDERS:
Total expenses (b,c)		1.57	%**		1.51	%		1.49	%		1.72	%		1.61	%		1.43	%
Management fee expense		1.44	%**		1.39	%		1.34	%		1.56	%		1.45	%		1.25	%
Other operating expenses		0.13	%**		0.12	%		0.15	%		0.16	%		0.16	%		0.18	%
Net investment income (loss)		(0.23	)%**		(0.50	)%		(0.36	)%		(0.09	)%		0.35	%		1.18	%
SUPPLEMENTAL DATA:
Net Assets Applicable to Common Stockholders,
End of Period (in thousands)	$	952,653		$	993,304		$	850,773		$	560,776		$	689,141		$	623,262
Liquidation Value of Preferred Stock,
End of Period (in thousands)	$	220,000		$	220,000		$	220,000		$	160,000		$	160,000		$	160,000
Portfolio Turnover Rate		12	%		30	%		23	%		35	%		30	%		36	%
PREFERRED STOCK:
Total shares outstanding		8,800,000			8,800,000			8,800,000			6,400,000			6,400,000			6,400,000
Asset coverage per share	$	133.26		$	137.88		$	121.68		$	112.62		$	132.68		$	122.38
Liquidation preference per share	$	25.00		$	25.00		$	25.00		$	25.00		$	25.00		$	25.00
Average market value per share (d):
5.90% Cumulative	$	24.79		$	24.50		$	25.04			–			–			–
7.80% Cumulative		–			–		$	25.87		$	26.37		$	25.70		$	23.44
7.30% Tax-Advantaged Cumulative		–			–		$	25.53		$	25.82		$	25.37		$	22.35

(a)	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, if any, 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.
(b)	Expense ratios based on total average net assets including liquidation value of Preferred Stock were 1.28%, 1.21%, 1.19%, 1.38%, 1.30% and 1.12% for the periods ended June 30, 2005 and December 31, 2004, 2003, 2002, 2001 and 2000, respectively.
(c)	Expense ratios based on average net assets applicable to Common Stockholders before waiver of fees by the investment adviser would have been 1.62%, 1.82%, 1.65% and 1.51% for the periods ended December 31, 2003, 2002, 2001 and 2000, respectively.
(d)	The average of month-end market values during the period that the preferred stock was outstanding.
*	To be allocated to net investment income and capital gains at year end.
**	Annualized.
***	Not annualized.

18  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005

ROYCE VALUE TRUST JUNE 30, 2005

   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.

Valuation of Investments:
    Securities are valued as of the close of trading on the New York Stock Exchange (generally 4:00 p.m. Eastern time) on the valuation date. Securities that trade on an exchange or Nasdaq are valued at their last reported sales 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 bid price. Securities for which market quotations are not readily available are valued at their fair value under procedures established by the Fund’s Board of Directors. Bonds and other fixed income securities may be valued by reference to other securities with comparable ratings, interest rates and maturities, using established independent pricing services.

Investment Transactions and Related Investment Income:
    Investment transactions are accounted for on the trade date. Dividend income is recorded on the ex-dividend date and any non-cash dividend income is recorded at the fair market value of the securities received. Interest income is recorded on an accrual basis. 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 in an equitable manner. Allocated personnel and occupancy costs related to The Royce Funds are included in administrative and office facilities expenses. The Fund has adopted a deferred fee agreement that allows the Fund’s 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.

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 “Income Tax Information”. Distributions:
    The Fund currently has a policy of paying quarterly distributions on the Fund’s Common Stock. Distributions are currently being made at the annual rate of 9% 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 2.25% of the rolling average or the distribution required by IRS regulations. Distributions to Preferred Stockholders are recorded on an accrual basis and paid quarterly. The Fund is required to allocate long-term capital gain distributions and other types of income proportionately to distributions made to holders of shares of Common Stock and Preferred Stock. 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 basis 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.

Repurchase Agreements:
    The Fund entered into repurchase agreements with respect to its portfolio securities solely with State Street Bank and Trust Company (“SSB&T”), the custodian of its assets. The Fund restricts repurchase agreements to maturities of no more than seven days. Securities pledged as collateral for repurchase agreements, which are held by SSB&T 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 SSB&T, including possible delays or restrictions upon the ability of the Fund to dispose of the underlying securities.

Securities Lending:
    The Fund loans securities to qualified institutional investors for the purpose of realizing additional income. Collateral on all securities loaned for the Fund is accepted in cash and is invested temporarily by the custodian. The collateral is equal to at least 100% of the current market value of the loaned securities.

Capital Stock:
    The Fund issued 1,155,458 and 2,459,541 shares of Common Stock as reinvestment of distributions by Common Stockholders for the six months ended June 30, 2005 and the year ended December 31, 2004, respectively.
    At June 30, 2005, 8,800,000 shares of 5.90% Cumulative Preferred Stock were outstanding. Commencing October 9, 2008 and thereafter, the Fund, at its option, may redeem the 5.90% Cumulative Preferred Stock, in whole or in part, at the redemption price. The Fund’s Cumulative Preferred Stock is classified outside of permanent equity (net assets applicable to Common Stockholders) in the accompanying financial statements in accordance with Emerging Issues Task Force (EITF) Topic D-98,

THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  19

ROYCE VALUE TRUST JUNE 30, 2005

   Notes to Financial Statements (Unaudited) (continued)

Classification and Measurement of Redeemable Securities, 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 Preferred Stock.

Investment Advisory Agreement:
    As compensation for its services under the Investment Advisory Agreement, Royce & Associates, LLC (“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 600 SmallCap 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 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 months ended June 30, 2005, the Fund accrued and paid Royce advisory fees totaling $6,710,439.

Purchases and Sales of Investment Securities:
    For the six months ended June 30, 2005, the cost of purchases and proceeds from sales of investment securities, other than short-term securities and collateral received for securities loaned, amounted to $163,768,629 and $132,616,340, respectively.

Transactions in Shares of 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. The Fund effected the following transactions in shares of such companies during the six months ended June 30, 2005:

	Shares		Market Value		Cost of		Cost of		Realized			Dividend		Shares		Market Value
Affiliated Company	12/31/04		12/31/04		Purchases		Sales		Gain (Loss)			Income		6/30/05		6/30/05
Falcon Products		941,600	$	197,736		–	$	2,316,572	$	(2,298,095	)		–		601,100	$	12,022
Peerless Manufacturing		158,600		2,299,700		–		–		–			–		158,600		2,299,700
Synalloy Corporation		345,000		3,415,500		–		–					–		345,000		3,501,750
			$	5,912,936					$	(2,298,095	)		–			$	5,813,472

20  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005

ROYCE MICRO-CAP TRUST	JUNE 30, 2005 (Unaudited)
Schedule of Investments

	SHARES		VALUE
COMMON STOCKS – 106.7%
Consumer Products – 5.2%
Apparel and Shoes - 2.1%
Delta Apparel	146,400	$	1,892,952
Kleinert’s a,d	14,200		0
Steven Madden a	14,500		257,520
Marisa Christina a,c	76,600		68,940
Oshkosh B’Gosh Cl. A	37,000		961,630
Skechers U.S.A. Cl. A a,c	10,000		142,600
Stride Rite	10,000		137,900
Weyco Group	120,000		2,364,600
			5,826,142
Collectibles - 0.6%
Enesco Group a,c	127,600		381,524
Topps Company (The)	148,500		1,489,455
			1,870,979
Food/Beverage/Tobacco - 0.5%
CoolBrands International a	8,500		28,583
Green Mountain Coffee Roasters a,c	26,600		902,538
Nutrition 21 a,c	40,000		24,400
Reliv International	37,000		388,500
			1,344,021
Home Furnishing and Appliances - 0.5%
Lifetime Brands	65,554		1,280,270
Stanley Furniture Company	5,000		122,800
			1,403,070
Publishing - 0.1%
Educational Development	10,600		111,300
Sports and Recreation - 0.5%
Monaco Coach	73,900		1,270,341
National R.V. Holdings a,c	31,800		254,082
			1,524,423
Other Consumer Products - 0.9%
Burnham Holdings Cl. A	1,000		25,000
Cobra Electronics a	10,000		71,600
Cross (A. T.) Company Cl. A a	100,000		426,000
JAKKS Pacific a	30,000		576,300
Lazare Kaplan International a	151,700		1,547,340
†Sonic Solutions a,c	2,000		37,200
			2,683,440
Total (Cost $8,355,294)			14,763,375
Consumer Services – 5.8%
Direct Marketing - 0.2%
J. Jill Group a,c	3,100		42,625
Sportsman’s Guide (The) a	24,000		450,000
ValueVision Media Cl. A a	5,000		60,050
			552,675
Leisure and Entertainment - 0.2%
IMAX Corporation a,c	25,000		248,500
Multimedia Games a	5,000		55,050
Singing Machine Company (The) a,c	5,000		3,600
TiVo a,c	20,000		133,600
			440,750
Media and Broadcasting - 0.3%
Outdoor Channel Holdings a	69,750		959,760

	SHARES		VALUE
Restaurants and Lodgings - 0.1%
Benihana Cl. A a	800	$	11,440
BUCA a,c	30,000		156,600
California Pizza Kitchen a,c	6,000		163,620
			331,660
Retail Stores - 4.6%
Brookstone a	50,625		955,800
Buckle (The)	35,500		1,574,070
Cache a,c	5,000		83,100
Casual Male Retail Group a	2,000		14,620
Cato Corporation Cl. A	71,850		1,483,702
Charlotte Russe Holding a,c	19,000		236,740
Conn’s a,c	22,000		538,340
Deb Shops	19,900		576,503
Dress Barn (The) a,c	38,660		874,876
Gander Mountain Company a,c	3,300		37,620
La Senza Corporation	99,900		1,479,909
Party City a,c	46,000		552,000
Shoe Carnival a	11,000		239,360
Stein Mart	173,900		3,825,800
United Retail Group a,c	60,600		466,620
			12,939,060
Other Consumer Services - 0.4%
Ambassadors Group	7,500		278,925
Ambassadors International	6,100		83,265
Autobytel a	20,000		96,600
Rent-Way a,c	67,000		659,280
			1,118,070
Total (Cost $7,321,365)			16,341,975
Diversified Investment Companies – 1.6%
Closed-End Mutual Funds - 1.6%
ASA Bermuda	81,500		3,163,830
Central Fund of Canada Cl. A	237,000		1,256,100
Total (Cost $4,055,600)			4,419,930
Financial Intermediaries – 5.9%
Banking - 2.0%
Arrow Financial	13,905		387,115
Bancorp (The) a	51,380		896,067
First National Lincoln	40,200		683,400
FirstBank NW	4,930		133,603
Lakeland Financial	22,500		915,300
Meta Financial Group	64,800		1,296,000
Queen City Investments a	948		785,892
Sterling Bancorp	21,780		465,003
			5,562,380
Insurance - 3.4%
American Safety Insurance Holdings a	5,000		76,100
Argonaut Group a,c	30,900		713,481
First Acceptance a	258,405		2,444,511
Independence Holding	33,534		591,875
NYMAGIC	65,400		1,527,090
Navigators Group a	37,200		1,286,004
PXRE Group	73,164		1,845,196
†Quanta Capital Holdings a,c	50,000		311,500
Wellington Underwriting	444,712		860,534
			9,656,291

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  21

ROYCE MICRO-CAP TRUST

   Schedule of Investments

	SHARES	VALUE
Financial Intermediaries (continued)
Securities Brokers - 0.4%
First Albany	45,000	$	268,200
Sanders Morris Harris Group	21,000		361,200
Stifel Financial a	21,233		512,989
			1,142,389
Other Financial Intermediaries - 0.1%
Electronic Clearing House a	20,000		174,000
Total (Cost $10,627,292)			16,535,060
Financial Services – 1.7%
Investment Management - 1.1%
Epoch Holding a	218,300		938,690
MVC Capital	207,300		2,073,000
			3,011,690
Other Financial Services - 0.6%
Clark	20,900		299,497
E-LOAN a	116,200		388,108
MicroFinancial	10,000		47,400
PRG-Schultz International a,c	365,000		1,029,300
			1,764,305
Total (Cost $4,897,556)			4,775,995
Health – 15.6%
Commercial Services - 2.3%
Discovery Partners International a,c	20,000		57,200
First Consulting Group a,c	274,700		1,408,936
ICON ADR a,b	800		27,760
PAREXEL International a,c	121,400		2,409,790
TriZetto Group (The) a,c	183,300		2,568,033
			6,471,719
Drugs and Biotech - 4.5%
AXM Pharma a,c	122,000		173,240
Able Laboratories a	13,000		45,240
†Axonyx a,c	50,000		66,500
BioSource International a,c	120,500		1,271,275
CancerVax Corporation a,c	58,000		165,300
Cardiome Pharma a	56,000		296,240
Cell Genesys a,c	58,000		310,300
Cerus Corporation a	91,000		403,130
†CollaGenex Pharmaceuticals a,c	25,000		190,250
Durect Corporation a,c	44,100		224,469
DUSA Pharmaceuticals a	29,800		277,140
Emisphere Technologies a	163,200		656,064
Gene Logic a	250,179		828,092
Genitope Corporation a,c	23,000		295,320
Geron Corporation a,c	6,000		46,440
Hi-Tech Pharmacal a	12,300		391,878
Hollis-Eden Pharmaceuticals a,c	44,000		325,600
ImmunoGen a,c	44,000		254,760
Life Sciences Research a	59,900		716,404
†Mannkind Corporation a,c	10,000		100,500
Matrixx Initiatives a,c	23,000		253,000
Maxygen a	5,000		34,300
Momenta Pharmaceuticals a,c	65,500		1,294,935
Myriad Genetics a,c	26,500		414,725
Nabi Biopharmaceuticals a,c	5,000		76,150
†Nastech Pharmaceutical Company a,c	3,700		52,651

	SHARES		VALUE
Nuvelo a,c	52,000	$	401,960
Oncolytics Biotech a,c	41,000		138,990
Orchid Cellmark a,c	78,000		843,180
†Pharmacyclics a,c	115,000		863,650
SFBC International a,c	15,000		579,450
Sangamo BioSciences a	10,000		35,700
Theragenics Corporation a	30,000		96,600
VIVUS a	163,300		601,761
			12,725,194
Health Services - 2.1%
ATC Healthcare Cl. A a	35,000		9,800
Albany Molecular Research a	50,000		700,000
Bio-Imaging Technologies a,c	41,400		129,168
Covalent Group a	25,000		59,750
Gentiva Health Services a	26,000		464,360
HMS Holdings a	66,900		445,554
Horizon Health a	50,000		1,169,500
MedCath Corporation a,c	18,000		500,220
National Home Health Care	21,400		260,864
NovaMed a	53,000		321,710
On Assignment a	109,800		546,804
Quovadx a	5,000		13,800
RehabCare Group a,c	22,000		588,060
Sun Healthcare Group a,c	51,000		326,400
U.S. Physical Therapy a	10,000		191,800
			5,727,790
Medical Products and Devices - 6.0%
Adeza Biomedical a	22,000		373,560
Aksys a,c	100		199
Allied Healthcare Products a	253,500		1,244,685
Anika Therapeutics a	24,000		275,760
Bruker BioSciences a	180,000		718,200
Caliper Life Sciences a,c	2,100		11,760
Candela Corporation a,c	54,000		564,300
CONMED Corporation a,c	3,900		120,003
Del Global Technologies a	168,279		429,111
EPIX Pharmaceuticals a,c	37,000		327,450
Endologix a,c	7,500		33,825
Exactech a,c	112,200		1,473,186
†Kensey Nash a,c	28,000		846,720
Medical Action Industries a	83,500		1,490,475
†Merit Medical Systems a	3,550		54,706
Molecular Devices a,c	25,500		551,565
NMT Medical a	179,000		1,790,000
Neurometrix a	25,000		500,750
OrthoLogic Corporation a,c	75,000		290,250
Orthofix International a	28,000		1,205,120
PLC Systems a	105,200		58,912
Possis Medical a,c	30,500		308,965
Quinton Cardiology Systems a,c	38,800		311,952
Schick Technologies a	25,000		562,500
Synovis Life Technologies a,c	23,000		183,540
Utah Medical Products	42,300		914,526
Young Innovations	61,450		2,293,929
			16,935,949
Personal Care - 0.7%
CCA Industries	56,140		532,769
Helen of Troy a,c	20,000		509,200

22  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

JUNE 30, 2005 (Unaudited)

	SHARES		VALUE
Health (continued)
Personal Care (continued)
Lifeline Systems a	20,050	$	644,006
Nutraceutical International a	20,000		267,000
			1,952,975
Total (Cost $32,084,613)			43,813,627
Industrial Products – 15.2%
Automotive - 0.8%
†IMPCO Technologies a,c	35,500		170,755
LKQ Corporation a,c	40,700		1,105,005
Spartan Motors	2,800		30,184
Strattec Security a	3,300		179,718
Wescast Industries Cl. A	37,900		861,467
			2,347,129
Building Systems and Components - 2.3%
Aaon a	47,500		845,025
†Flanders Corporation a,c	44,000		396,000
Juno Lighting a	92,200		3,971,054
LSI Industries	67,812		945,299
Modtech Holdings a	51,800		336,700
			6,494,078
Construction Materials - 1.5%
Ash Grove Cement Company	8,000		1,256,000
Monarch Cement	50,410		1,134,225
Synalloy Corporation a	171,000		1,735,650
			4,125,875
Industrial Components - 1.6%
American Superconducter a,c	62,000		567,300
Bel Fuse Cl. A	52,600		1,351,294
C & D Technologies	53,000		487,070
Plug Power a,c	1,370		9,385
Powell Industries a,c	50,300		949,161
Scientific Technologies a	10,700		35,845
Tech/Ops Sevcon	76,200		451,104
II-VI a	20,000		367,800
Woodhead Industries	10,000		126,100
			4,345,059
Machinery - 2.6%
Alamo Group	28,500		532,095
Astec Industries a	40,200		932,238
Cascade Corporation	8,000		346,000
Hardinge	77,000		1,081,850
Hurco Companies a,c	36,100		576,156
Keithley Instruments	14,000		215,740
LeCroy Corporation a,c	35,000		481,250
Lindsay Manufacturing	10,000		235,800
MTS Systems	10,000		335,800
Mueller (Paul) Company	13,650		395,850
Pason Systems	124,200		2,159,207
			7,291,986
Metal Fabrication and Distribution - 1.5%
Aleris International a	20,075		452,691
Encore Wire a,c	15,000		173,850
Haynes International a	13,800		233,910
Insteel Industries	46,000		579,600
Metals USA a,c	10,000		190,200
NN	156,300		1,981,884

	SHARES		VALUE
†Olympic Steel a,c	20,000	$	266,200
Oregon Steel Mills a,c	15,000		258,150
Universal Stainless & Alloy Products a,c	7,700		93,563
			4,230,048
Paper and Packaging - 0.1%
Mod-Pac Corporation a	23,200		380,480
Pumps, Valves and Bearings - 0.9%
CIRCOR International	28,000		690,760
Gorman-Rupp Company	3,375		72,259
Sun Hydraulics	47,400		1,724,886
			2,487,905
Specialty Chemicals and Materials - 2.1%
Aceto Corporation	291,169		2,177,944
American Pacific a	36,000		288,000
Balchem Corporation	15,000		450,750
CFC International a,c	40,600		781,550
Hawkins	122,667		1,490,404
NuCo2 a,c	20,000		513,400
Park Electrochemical	10,000		252,000
			5,954,048
Textiles - 0.1%
Fab Industries a,d	56,400		112,800
Other Industrial Products - 1.7%
Color Kinetics a,c	50,000		532,000
Eastern Company (The)	26,500		624,075
†Harbin Electric a,c	34,500		109,710
Maxwell Technologies a	15,300		186,507
Myers Industries	32,276		403,450
Peerless Manufacturing a	42,200		611,900
Quixote Corporation	36,500		715,765
Raven Industries	73,000		1,709,660
			4,893,067
Total (Cost $28,123,269)			42,662,475
Industrial Services – 14.4%
Advertising and Publishing - 0.4%
MDC Partners Cl. A a,c	60,000		507,600
NetRatings a,c	50,000		680,000
			1,187,600
Commercial Services - 5.8%
Administaff	10,000		237,600
American Bank Note Holographics a	267,200		1,095,520
Anacomp Cl. A a	26,000		318,500
Bennett Environmental a	20,900		66,462
Carlisle Holdings	390,000		2,437,500
Collectors Universe a	3,000		52,560
CorVel Corporation a,c	28,650		719,688
Edgewater Technology a	18,339		79,591
Exponent a,c	68,300		1,952,014
Geo Group (The) a	51,200		1,282,560
iGATE Corporation a	273,400		978,772
Kforce a,c	55,000		465,300
Management Network Group a,c	40,000		88,000
NCO Group a,c	20,000		432,600
New Horizons Worldwide a	132,000		461,987
RCM Technologies a	80,300		340,472
RemedyTemp Cl. A a,c	83,200		736,320
SM&A a,c	31,300		280,761

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  23

ROYCE MICRO-CAP TRUST

   Schedule of Investments

	SHARES		VALUE
Industrial Services (continued)
Commercial Services (continued)
†Senomyx a,c	42,000	$	693,420
Sykes Enterprises a	50,000		474,000
TRC Companies a	49,000		575,260
Volt Information Sciences a,c	56,700		1,345,491
Westaff a	362,500		1,268,750
			16,383,128
Engineering and Construction - 1.2%
Comfort Systems USA a,c	19,000		125,020
Devcon International a,c	21,700		227,850
Insituform Technologies Cl. A a,c	80,300		1,287,209
Integrated Electrical Services a,c	138,000		269,100
Keith Companies a	10,000		216,800
Skyline Corporation	32,100		1,281,753
			3,407,732
Food and Tobacco Processors - 1.0%
ML Macadamia Orchards L.P.	120,200		730,816
Omega Protein a	9,600		60,672
Seneca Foods Cl. A a	62,500		1,012,500
Seneca Foods Cl. B a	42,500		690,625
Sunopta a,c	50,000		284,000
			2,778,613
Industrial Distribution - 0.8%
Central Steel & Wire	1,200		694,800
Elamex a	70,200		119,340
Lawson Products	19,500		756,990
Strategic Distribution a	59,690		625,551
			2,196,681
Printing - 1.1%
Bowne & Co.	66,500		961,590
Champion Industries	23,500		96,350
Courier Corporation	22,950		881,510
Ennis	9,700		175,764
Schawk	38,900		972,500
			3,087,714
Transportation and Logistics - 3.7%
AirNet Systems a,c	180,000		757,800
Atlas Air Worldwide Holdings a,e	19,500		633,750
Forward Air	65,700		1,857,339
Frozen Food Express Industries a	92,000		1,041,440
Hub Group Cl. A a,c	13,000		325,650
Knight Transportation	21,000		510,930
MAIR Holdings a,c	8,600		76,024
Marten Transport a,c	3,400		71,366
Pacific CMA a	200,000		166,000
Patriot Transportation Holding a	28,400		1,446,128
†Pinnacle Airlines a,c	11,000		94,490
SCS Transportation a	33,000		587,400
†Universal Truckload Services a,c	154,200		2,604,438
Vitran Corporation Cl. A a	5,500		86,900
			10,259,655
Other Industrial Services - 0.4%
Landauer	21,300		1,105,683
Team a	2,200		47,300
			1,152,983
Total (Cost $26,939,510)			40,454,106

	SHARES		VALUE
Natural Resources – 10.4%
Energy Services - 3.4%
Calfrac Well Services	2,500	$	63,255
Carbo Ceramics	12,500		987,000
Conrad Industries a	154,000		198,660
Dawson Geophysical a	6,200		131,812
Dril-Quip a	64,500		1,871,145
Enerflex Systems	5,000		102,840
Gulf Island Fabrication	59,500		1,182,860
GulfMark Offshore a,c	67,550		1,844,790
Input/Output a,c	118,500		744,180
Lufkin Industries	17,800		640,444
†Seitel a,c	170,000		248,200
Valley National Gases a	30,100		459,025
Willbros Group a,c	64,900		929,368
			9,403,579
Oil and Gas - 2.7%
ATP Oil & Gas a	29,300		685,620
Bonavista Energy Trust	88,000		2,229,448
Contango Oil & Gas Company a,c	10,000		92,000
Edge Petroleum a	3,500		54,670
Gulfport Energy a,c	195,776		1,350,854
Nuvista Energy a	121,000		1,344,115
Petrohawk Energy a,c	13,000		140,400
Pioneer Drilling Company a,c	45,800		698,908
Pioneer Natural Resources Company	14,543		611,969
Savanna Energy Services a	2,500		39,483
VAALCO Energy a,c	103,000		356,380
			7,603,847
Precious Metals and Mining - 1.5%
Apex Silver Mines a	76,100		1,045,614
Aurizon Mines a	50,000		50,500
Brush Engineered Materials a,c	15,500		221,030
†Cambior a,c	55,000		119,900
Cardero Resource a	5,000		12,896
Etruscan Resources a	575,900		841,381
Gammon Lake Resources a	28,000		188,440
MK Resources Company a	513,800		616,560
Metallica Resources a	170,000		210,800
†Minefinders Corporation a,c	40,000		184,800
Nevsun Resources a	5,000		9,600
Northern Orion Resources a	161,500		395,675
NovaGold Resources a	13,400		102,242
Spur Ventures a	9,350		13,279
Western Silver a	11,800		102,660
			4,115,377
Real Estate - 1.4%
HomeFed Corporation a	59,352		3,739,176
Kennedy-Wilson a,c	21,500		225,750
			3,964,926
Other Natural Resources - 1.4%
PICO Holdings a	97,100		2,889,696
Pope Resources L.P.	33,000		1,173,150
			4,062,846
Total (Cost $12,920,500)			29,150,575

24  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

JUNE 30, 2005 (Unaudited)

	SHARES		VALUE
Technology – 26.0%
Aerospace and Defense - 2.7%
Allied Defense Group (The) a	68,800	$	1,583,776
Astronics Corporation a	26,400		238,920
Ducommun a	84,500		1,428,895
HEICO Corporation	41,600		973,856
HEICO Corporation Cl. A	24,160		435,363
Herley Industries a,c	81,000		1,477,440
Integral Systems	58,500		1,323,855
SIFCO Industries a	45,800		167,170
			7,629,275
Components and Systems - 5.5%
Advanced Photonix Cl. A a,c	258,900		750,810
Belden CDT	15,000		318,000
CSP a	122,581		1,008,842
Dot Hill Systems a,c	2,000		10,480
Excel Technology a,c	124,900		3,035,070
Fargo Electronics a	25,000		499,750
Giga-tronics a,c	3,200		11,712
InFocus Corporation a	125,000		517,500
International DisplayWorks a,c	32,000		256,000
Kronos a,c	17,375		701,776
Lowrance Electronics	91,000		1,912,820
Merix Corporation a,c	7,000		40,950
Metrologic Instruments a	2,900		36,366
Mobility Electronics a,c	1,000		9,150
MOCON	15,600		146,640
Neoware Systems a,c	2,600		26,624
OSI Systems a	25,000		394,750
Performance Technologies a,c	54,050		298,897
Plexus Corporation a,c	26,500		377,095
Printronix	20,300		339,416
REMEC a,c	59,006		377,633
Richardson Electronics	202,100		1,475,330
SafeNet a,c	11,781		401,261
SimpleTech a	197,200		755,276
TTM Technologies a,c	100,000		761,000
TransAct Technologies a	78,600		665,742
WindsorTech a	234,500		363,475
Zomax a,c	20,000		55,600
			15,547,965
Distribution - 1.1%
Agilysys	90,000		1,413,000
Bell Industries a	85,700		196,253
Brightpoint a	28,000		621,320
Jaco Electronics a	31,400		92,944
Nu Horizons Electronics a,c	40,000		256,000
PC Mall a,c	73,000		320,105
Pomeroy IT Solutions a	6,900		69,897
			2,969,519
Internet Software and Services - 1.1%
†Arbinet-thexchange a,c	22,200		148,740
Digitas a,c	98,840		1,127,764
†eCOST.com a,c	7,242		29,620

	SHARES		VALUE
EDGAR Online a,c	83,600	$	198,968
Inforte Corporation a	1,100		3,652
LookSmart a	20,000		14,800
MIVA a,c	10,000		46,400
NIC a	26,800		123,816
Packeteer a	5,000		70,500
†Provide Commerce a,c	5,000		107,950
RealNetworks a,c	65,700		326,529
Register.com a	41,857		313,928
Stamps.com a	21,200		397,500
Stellent a	15,000		112,500
			3,022,667
IT Services - 5.2%
CIBER a,c	182,662		1,457,643
Computer Task Group a	381,100		1,375,771
Covansys Corporation a	227,500		2,923,375
DiamondCluster International a,c	158,100		1,786,530
Forrester Research a	105,500		1,881,065
Infocrossing a,c	20,000		249,400
Rainmaker Systems a	10,000		5,900
Sapient Corporation a,c	500,000		3,965,000
Syntel	54,300		870,429
Tier Technologies Cl. B a	6,800		57,324
			14,572,437
Semiconductors and Equipment - 2.2%
California Micro Devices a	81,700		464,056
CyberOptics Corporation a	53,800		699,400
ESS Technology a,c	25,000		105,250
Electroglas a,c	281,700		878,904
Exar Corporation a	68,500		1,019,965
Helix Technology	9,500		126,160
Integrated Silicon Solution a	99,000		733,590
Intevac a,c	40,550		424,559
Monolithic System Technology a	10,000		50,300
PDF Solutions a,c	30,000		393,600
Photronics a,c	29,750		694,365
QuickLogic Corporation a	20,000		73,000
†Rudolph Technologies a,c	10,000		143,300
Semitool a	25,500		243,270
White Electronic Designs a	10,000		55,500
			6,105,219
Software - 4.7%
Aladdin Knowledge Systems a	27,300		560,742
ANSYS a	30,800		1,093,708
Applix a	20,000		94,600
†BindView Development a,c	145,300		401,028
ILOG ADR a,b	35,000		449,960
Indus International a	19,200		47,232
InterVideo a	22,000		316,360
iPass a	190,000		1,151,400
JDA Software Group a,c	59,500		677,110
Kongzhong Corporation ADR a,b,c	3,400		31,110
MSC.Software a,c	12,700		173,990
†Majesco Entertainment Company a,c	51,100		334,194

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  25

ROYCE MICRO-CAP TRUST	JUNE 30, 2005
Schedule of Investments

	SHARES		VALUE
Technology (continued)
Software (continued)
MapInfo a	5,000	$	52,550
†McDATA Corporation Cl. A a,c	18,200		72,796
MIND C.T.I.	20,000		56,000
†Omnicell a,c	1,400		12,320
Pegasystems a,c	211,600		1,248,440
PLATO Learning a	121,142		894,028
SPSS a	19,800		380,358
SeaChange International a	5,000		35,100
Synplicity a	2,500		13,525
†TeleCommunication Systems Cl. A a,c	105,000		237,300
Transaction Systems Architects Cl. A a	140,100		3,450,663
Verity a,c	181,500		1,591,755
			13,376,269
Telecommunications - 3.5%
Anaren a	98,800		1,299,220
Brooktrout a	26,100		291,276
C-COR.net a,c	59,000		404,150
Captaris a,c	170,000		703,800
†Carrier Access a,c	10,000		48,200
†Catapult Communications a,c	5,000		85,300
Centillium Communications a,c	11,000		23,870
†Channell Commercial a,c	5,000		37,500
Communications Systems	135,000		1,386,450
†Ditech Communications a,c	50,000		324,500
Extended Systems a,c	140,500		449,600
†Intrado a,c	30,000		448,800
MetaSolv a	5,800		13,630
North Pittsburgh Systems	15,700		307,092
PC-Tel a,c	48,100		376,623
Radyne ComStream a	81,400		706,145
SpectraLink Corporation	57,000		599,640
ViaSat a,c	91,812		1,866,538
Yak Communications a,c	118,000		572,300
			9,944,634
Total (Cost $52,727,544)			73,167,985

	SHARES		VALUE
Miscellaneous – 4.9%
Total (Cost $13,580,319)		$	13,741,083
TOTAL COMMON STOCKS
(Cost $201,632,862)			299,826,186
PREFERRED STOCK – 0.4%
Seneca Foods Conv. a	75,409		1,263,101
TOTAL PREFERRED STOCK
(Cost $943,607)			1,263,101
REPURCHASE AGREEMENT – 15.1%
State Street Bank & Trust Company,
2.55% dated 6/30/05, due 7/1/05,
maturity value $42,480,009
(collateralized by obligations of various
U.S. Government Agencies,
valued at $43,543,713)
(Cost $42,477,000)			42,477,000
COLLATERAL RECEIVED FOR SECURITIES LOANED – 10.1%
U.S. Treasury Bonds
5.50%-9.25% due 2/15/16-8/15/28			437,806
Money Market Funds
State Street Navigator Securities Lending
Prime Portfolio			27,819,162
(Cost $28,256,968)			28,256,968
TOTAL INVESTMENTS – 132.3%
(Cost $273,310,437)			371,823,255
LIABILITES LESS CASH
AND OTHER ASSETS – (10.9)%			(30,740,429	)
PREFERRED STOCK – (21.4)%			(60,000,000	)
NET ASSETS APPLICABLE TO
COMMON STOCKHOLDERS – 100.0%		$	281,082,826

a	Non-income producing.
b	American Depository Receipt.
c	A portion of these securities were on loan at June 30, 2005. Total market value of loaned securities at June 30, 2005 was $27,453,801.
d	Securities for which market quotations are no longer readily available represents 0.04% of net assets. These securities have been valued at their fair value under procedures established by the Fund’s Board of Directors.
e	When issued.
†	New additions in 2005.
	Bold indicates the Fund’s largest 20 equity holdings in terms of June 30, 2005 market value.
INCOME TAX INFORMATION: The cost of total investments for Federal income tax purposes was $274,084,343. At June 30, 2005, net unrealized appreciation for all securities was $97,738,912, consisting of aggregate gross unrealized appreciation of $109,216,316 and aggregate gross unrealized depreciation of $11,477,404. The primary differences in book and tax basis cost is the timing of the recognition of losses on securities sold and amortization of discount for book and tax purposes.

26  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

ROYCE MICRO-CAP TRUST JUNE 30, 2005 (Unaudited)

   Statement of Assets and Liabilities

ASSETS:
Investments at value (including collateral on loaned securities)*	$	329,346,255
Repurchase agreement (at cost and value)		42,477,000
Cash		2,034
Receivable for investments sold		1,665,493
Receivable for dividends and interest		133,033
Prepaid expenses		3,161
Total Assets		373,626,976
LIABILITIES:
Payable for collateral on loaned securities		28,256,968
Payable for investments purchased		3,833,810
Payable for investment advisory fee		271,308
Preferred dividends accrued but not yet declared		80,000
Accrued expenses		102,064
Total Liabilities		32,544,150
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	$	281,082,826
ANALYSIS OF NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Common Stock paid-in capital – $0.001 par value per share; 20,791,356 shares outstanding (150,000,000 shares authorized)	$	169,570,860
Undistributed net investment income (loss)		(595,140	)
Accumulated net realized gain (loss) on investments		28,106,249
Net unrealized appreciation (depreciation) on investments		98,512,818
Quarterly and accrued distributions		(14,511,961	)
Net Assets applicable to Common Stockholders (net asset value per share – $13.52)	$	281,082,826
*Investments at identified cost (including $28,256,968 of collateral on loaned securites)	$	230,833,437

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  27

ROYCE MICRO-CAP TRUST SIX MONTHS ENDED JUNE 30, 2005 (Unaudited)

   Statement of Operations

INVESTMENT INCOME:
Income:
Dividends	$	993,932
Interest		572,309
Securities lending		58,072
Total income		1,624,313
Expenses:
Investment advisory fees		1,906,691
Custody and transfer agent fees		75,665
Stockholder reports		74,261
Directors’ fees		29,482
Professional fees		16,439
Administrative and office facilities expenses		15,333
Other expenses		101,582
Total expenses		2,219,453
Net investment income (loss)		(595,140	)
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on investments		20,916,366
Net change in unrealized appreciation (depreciation) on investments		(22,649,606	)
Net realized and unrealized gain (loss) on investments		(1,733,240	)
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM INVESTMENT OPERATIONS		(2,328,380	)
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS		(1,800,000	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS
RESULTING FROM INVESTMENT OPERATIONS	$	(4,128,380	)

28   |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

ROYCE MICRO-CAP TRUST

   Statement of Changes in Net Assets

	Six months ended 6/30/05 (unaudited)				Year ended 12/31/04
INVESTMENT OPERATIONS:
Net investment income (loss)		$	(595,140	)	$	(1,486,082	)
Net realized gain (loss) on investments			20,916,366			25,396,860
Net change in unrealized appreciation (depreciation) on investments			(22,649,606	)		26,164,677
Net increase (decrease) in net assets resulting from investment operations			(2,328,380	)		50,075,455
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net realized gain on investments			–			(3,600,000	)
Quarterly distributions *			(1,800,000	)		–
Total distributions to Preferred Stockholders			(1,800,000	)		(3,600,000	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS
RESULTING FROM INVESTMENT OPERATIONS			(4,128,380	)		46,475,455
DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net realized gain on investments			–			(25,919,005	)
Quarterly distributions *			(12,631,961	)		–
Total distributions to Common Stockholders			(12,631,961	)		(25,919,005	)
CAPITAL STOCK TRANSACTIONS:
Reinvestment of distributions to Common Stockholders			7,479,529			16,382,136
Total capital stock transactions			7,479,529			16,382,136
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS			(9,280,812	)		36,938,586
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Beginning of period			290,363,638			253,425,052
End of period (including undistributed net investment income (loss) of $(595,140) at 6/30/05)		$	281,082,826		$	290,363,638
* To be allocated to net investment income and capital gains at year end.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  29

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			Years ended December 31,
	June 30, 2005
	(unaudited)			2004			2003			2002			2001			2000
NET ASSET VALUE, BEGINNING OF PERIOD	$	14.34		$	13.33		$	9.39		$	11.83		$	10.14		$	11.00
INVESTMENT OPERATIONS:
Net investment income (loss)		(0.03	)		(0.08	)		(0.09	)		(0.13	)		(0.05	)		0.09
Net realized and unrealized gain (loss) on investments		(0.08	)		2.62			5.28			(1.29	)		2.57			1.23
Total investment operations		(0.11	)		2.54			5.19			(1.42	)		2.52			1.32
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net investment income		–			–			–			–			–			(0.01	)
Net realized gain on investments		–			(0.19	)		(0.18	)		(0.18	)		(0.19	)		(0.22	)
Quarterly distributions*		(0.09	)		–			–			–			–			–
Total distributions to Preferred Stockholders		(0.09	)		(0.19	)		(0.18	)		(0.18	)		(0.19	)		(0.23	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS RESULTING FROM INVESTMENT OPERATIONS		(0.20	)		2.35			5.01			(1.60	)		2.33			1.09
DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net investment income		–			–			–			–			–			(0.09	)
Net realized gain on investments		–			(1.33	)		(0.92	)		(0.80	)		(0.57	)		(1.63	)
Quarterly distributions*		(0.62	)		–			–			–			–			–
Total distributions to Common Stockholders		(0.62	)		(1.33	)		(0.92	)		(0.80	)		(0.57	)		(1.72	)
CAPITAL STOCK TRANSACTIONS:
Effect of Preferred Stock Offering		–			–			(0.11	)		–			–			–
Effect of reinvestment of distributions by Common Stockholders		0.00			(0.01	)		(0.04	)		(0.04	)		(0.07	)		(0.23	)
Total capital stock transactions		0.00			(0.01	)		(0.15	)		(0.04	)		(0.07	)		(0.23	)
NET ASSET VALUE, END OF PERIOD	$	13.52		$	14.34		$	13.33		$	9.39		$	11.83		$	10.14
MARKET VALUE, END OF PERIOD	$	13.88		$	15.24		$	12.60		$	8.44		$	10.50		$	8.625
TOTAL RETURN (a):
Market Value		(4.7	)%***		33.4	%		63.6	%		(12.7	)%		28.8	%		15.3	%
Net Asset Value		(1.4	)%***		18.7	%		55.6	%		(13.8	)%		23.4	%		10.9	%
RATIOS BASED ON AVERAGE NET ASSETS APPLICABLE TO
COMMON STOCKHOLDERS:
Total expenses (b,c)		1.60	%**		1.62	%		1.82	%		1.96	%		1.78	%		1.32	%
Management fee expense		1.38	%**		1.43	%		1.59	%		1.59	%		1.57	%		1.08	%
Other operating expenses		0.22	%**		0.19	%		0.23	%		0.37	%		0.21	%		0.24	%
Net investment income (loss)		(0.43	)%**		(0.56	)%		(0.82	)%		(1.23	)%		(0.43	)%		0.74	%
SUPPLEMENTAL DATA:
Net Assets Applicable to Common Stockholders,
End of Period (in thousands)	$	281,083		$	290,364		$	253,425		$	167,571		$	200,443		$	163,820
Liquidation Value of Preferred Stock,
End of Period (in thousands)	$	60,000		$	60,000		$	60,000		$	40,000		$	40,000		$	40,000
Portfolio Turnover Rate		20	%		32	%		26	%		39	%		27	%		49	%
PREFERRED STOCK:
Total shares outstanding		2,400,000			2,400,000			2,400,000			1,600,000			1,600,000			1,600,000
Asset coverage per share	$	142.12		$	145.98		$	130.59		$	129.73		$	150.28		$	127.39
Liquidation preference per share	$	25.00		$	25.00		$	25.00		$	25.00		$	25.00		$	25.00
Average market value per share (d):
6.00% Cumulative	$	24.91		$	24.66		$	25.37			–			–			–
7.75% Cumulative		–			–		$	25.70		$	25.91		$	25.30		$	23.08

(a)	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, if any, 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.
(b)	Expense ratios based on total average net assets including liquidation value of Preferred Stock were 1.32%, 1.32%, 1.49%, 1.62%, 1.46% and 1.06% for the periods ended June 30, 2005 and December 31, 2004, 2003, 2002, 2001 and 2000, respectively.
(c)	Expense ratios based on average net assets applicable to Common Stockholders before waiver of fees by the investment adviser would have been 1.92%, 2.04% and 1.81% for the periods ended December 31, 2003, 2002 and 2001, respectively.
(d)	The average of month-end market values during the period that the preferred stock was outstanding.
*	To be allocated to net investment income and capital gains at year end.
**	Annualized.
**	Not annualized.

30  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005

ROYCE MICRO-CAP TRUST JUNE 30, 2005

   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.

Valuation of Investments:
    Securities are valued as of the close of trading on the New York Stock Exchange (generally 4:00 p.m. Eastern time) on the valuation date. Securities that trade on an exchange or Nasdaq are valued at their last reported sales 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 bid price. Securities for which market quotations are not readily available are valued at their fair value under procedures established by the Fund’s Board of Directors. Bonds and other fixed income securities may be valued by reference to other securities with comparable ratings, interest rates and maturities, using established independent pricing services.

Investment Transactions and Related Investment Income:
    Investment transactions are accounted for on the trade date. Dividend income is recorded on the ex-dividend date and any non-cash dividend income is recorded at the fair market value of the securities received. Interest income is recorded on an accrual basis. 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 in an equitable manner. Allocated personnel and occupancy costs related to The Royce Funds are included in administrative and office facilities expenses. The Fund has adopted a deferred fee agreement that allows the Fund’s 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.

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 “Income Tax Information”. Distributions:
    The Fund currently has a policy of paying quarterly distributions on the Fund’s Common Stock. Distributions are currently being made at the annual rate of 9% 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 2.25% of the rolling average or the distribution required by IRS regulations. Distributions to Preferred Stockholders are recorded on an accrual basis and paid quarterly. The Fund is required to allocate long-term capital gain distributions and other types of income proportionately to distributions made to holders of shares of Common Stock and Preferred Stock. 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 basis 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.

Repurchase Agreements:
    The Fund entered into repurchase agreements with respect to its portfolio securities solely with State Street Bank and Trust Company (“SSB&T”), the custodian of its assets. The Fund restricts repurchase agreements to maturities of no more than seven days. Securities pledged as collateral for repurchase agreements, which are held by SSB&T 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 SSB&T, including possible delays or restrictions upon the ability of the Fund to dispose of the underlying securities.

Securities Lending:
   The Fund loans securities to qualified institutional investors for the purpose of realizing additional income. Collateral on all securities loaned for the Fund is accepted in cash and is invested temporarily by the custodian. The collateral is equal to at least 100% of the current market value of the loaned securities.

Capital Stock:
    The Fund issued 547,970 and 1,228,046 shares of Common Stock as reinvestment of distributions by Common Stockholders for the six months ended June 30, 2005 and the year ended December 31, 2004, respectively.
    At June 30, 2005, 2,400,000 shares of 6.00% Cumulative Preferred Stock were outstanding. Commencing October 16, 2008 and thereafter, the Fund, at its option, may redeem the 6.00% Cumulative Preferred Stock, in whole or in part, at the redemption price. The Fund’s Cumulative Preferred Stock is classified outside of permanent equity (net assets applicable to Common Stockholders) in the accompanying financial

THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  31

ROYCE MICRO-CAP TRUST JUNE 30, 2005

   Notes to Financial Statements (Unaudited) (continued)

statements in accordance with Emerging Issues Task Force (EITF) Topic D-98, Classification and Measurement of Redeemable Securities, 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 Preferred Stock.

Investment Advisory Agreement:
    As compensation for its services under the Investment Advisory Agreement, Royce & Associates, LLC (“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 months ended June 30, 2005, the Fund accrued and paid Royce advisory fees totaling $1,906,691.

Purchases and Sales of Investment Securities:
    For the six months ended June 30, 2005, the cost of purchases and proceeds from sales of investment securities, other than short-term securities and collateral received for securities loaned, amounted to $61,685,836 and $56,986,813, respectively.

32  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005

ROYCE FOCUS TRUST	JUNE 30, 2005
Schedule of Investments

	SHARES		VALUE
COMMON STOCKS – 74.1%
Consumer Products – 1.7%
Sports and Recreation - 1.7%
Winnebago Industries	65,000	$	2,128,750
Total (Cost $822,747)			2,128,750
Consumer Services – 3.4%
Direct Marketing - 2.2%
Nu Skin Enterprises Cl. A	115,000		2,679,500
Retail Stores - 1.2%
Pier 1 Imports	100,000		1,419,000
Total (Cost $2,661,168)			4,098,500
Financial Intermediaries – 4.6%
Insurance - 3.4%
Alleghany Corporation a	10,200		3,029,400
ProAssurance Corporation a	25,000		1,044,000
			4,073,400
Other Financial Intermediaries - 1.2%
TSX Group	50,000		1,489,961
Total (Cost $2,683,774)			5,563,361
Financial Services – 4.9%
Information and Processing - 2.2%
eFunds Corporation a	150,000		2,698,500
Investment Management - 2.7%
Gabelli Asset Management Cl. A	41,500		1,833,885
U.S. Global Investors Cl. A a	295,605		1,395,255
			3,229,140
Total (Cost $4,309,131)			5,927,640
Health – 7.8%
Drugs and Biotech - 7.3%
†Elan Corporation ADR a,b,c	250,000		1,705,000
Endo Pharmaceuticals Holdings a	114,900		3,019,572
Lexicon Genetics a	350,000		1,729,000
Myriad Genetics a	50,000		782,500
Orchid Cellmark a	150,000		1,621,500
			8,857,572
Medical Products and Devices - 0.5%
†Caliper Life Sciences a	120,000		672,000
Total (Cost $7,334,995)			9,529,572
Industrial Products – 19.5%
Building Systems and Components - 3.0%
Simpson Manufacturing	120,000		3,666,000
Construction Materials - 2.1%
Florida Rock Industries	35,000		2,567,250
Machinery - 5.5%
Lincoln Electric Holdings	75,000		2,486,250
Pason Systems	166,500		2,894,589
Woodward Governor Company	15,000		1,260,450
			6,641,289

	SHARES		VALUE
Metal Fabrication and Distribution - 8.9%
†Harris Steel Group	95,500	$	1,605,697
IPSCO	80,000		3,496,000
Metal Management	175,000		3,386,250
Schnitzer Steel Industries Cl. A	100,000		2,370,000
			10,857,947
Total (Cost $14,747,129)			23,732,486
Industrial Services – 3.7%
Commercial Services - 2.1%
Carlisle Holdings c	250,000		1,562,500
West Corporation a	25,000		960,000
			2,522,500
Engineering and Construction - 1.6%
Dycom Industries a	100,000		1,981,000
Total (Cost $2,304,326)			4,503,500
Natural Resources – 17.9%
Energy Services - 8.4%
Ensign Energy Services	120,000		2,896,180
Input/Output a,c	325,000		2,041,000
Tesco Corporation a	150,000		1,641,000
Trican Well Service a	150,000		3,687,561
			10,265,741
Precious Metals and Mining - 9.5%
Glamis Gold a	200,000		3,442,000
Hecla Mining Company a	500,000		2,280,000
Meridian Gold a	150,000		2,700,000
†Pan American Silver a	100,000		1,479,000
†Silver Standard Resources a,c	140,000		1,636,600
			11,537,600
Total (Cost $15,782,120)			21,803,341
Technology – 10.6%
Components and Systems - 1.8%
Lowrance Electronics	66,100		1,389,422
Richardson Electronics	100,000		730,000
			2,119,422
Internet Software and Services - 1.0%
†RealNetworks a	250,000		1,242,500
IT Services - 0.8%
Syntel	60,000		961,800
Semiconductors and Equipment - 0.9%
Exar Corporation a	75,000		1,116,750
Software - 4.7%
ManTech International Cl. A a	75,000		2,328,000
PLATO Learning a	130,600		963,828
Transaction Systems Architects Cl. A a	100,100		2,465,463
			5,757,291
Telecommunications - 1.4%
†Foundry Networks a	200,000		1,726,000
Total (Cost $10,758,987)			12,923,763
TOTAL COMMON STOCKS
(Cost $61,404,377)			90,210,913

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  33

ROYCE FOCUS TRUST	JUNE 30, 2005
Schedule of Investments

	PRINCIPAL
	AMOUNT			VALUE		VALUE
CORPORATE BONDS – 5.8%					REPURCHASE AGREEMENT – 21.8%
†Athena Neurosciences Finance 7.25% c					State Street Bank & Trust Company,
Senior Note due 2/21/08	$	6,000,000	$	5,580,000	2.55% dated 6/30/05, due 7/1/05,
E*TRADE Financial 6.00%					maturity value $26,508,878
Conv. Sub. Note due 2/1/07		1,500,000		1,507,500	(collateralized by obligations of various
					U.S. Government Agencies, valued at $27,174,087)
TOTAL CORPORATE BONDS					(Cost $26,507,000)	$	26,507,000
(Cost $6,739,203)				7,087,500
					COLLATERAL RECEIVED FOR SECURITIES LOANED – 2.6%
GOVERNMENT BONDS – 9.8%					Money Market Funds
(Principal Amount shown					State Street Navigator Securities Lending
in local currency.)					Prime Portfolio		3,202,198
Canadian Government Bond
3.00% due 6/1/07		6,150,000		5,029,628	(Cost $3,202,198)		3,202,198
New Zealand Government Bond
6.50% due 2/15/06		10,000,000		6,962,670	TOTAL INVESTMENTS – 122.6%
					(Cost $119,116,917)		149,304,209
TOTAL GOVERNMENT BONDS
(Cost $10,827,347)				11,992,298	LIABILITIES LESS CASH
					AND OTHER ASSETS – (2.1)%		(2,513,048	)
U.S. TREASURY OBLIGATIONS – 8.5%
U.S. Treasury Notes					PREFERRED STOCK – (20.5)%		(25,000,000	)
Treasury Inflation Index Protection
Security 2.00% due 7/15/14		10,000,000		10,304,300	NET ASSETS APPLICABLE TO
					COMMON STOCKHOLDERS – 100.0%	$	121,791,161
TOTAL U.S. TREASURY OBLIGATIONS
(Cost $10,436,792)				10,304,300

a	Non-income producing.
b	American Depository Receipt.
c	A portion of these securities were on loan at June 30, 2005. Total market value of loaned securities at June 30, 2005 was $3,088,342.
†	New additions in 2005.
	Bold indicates the Fund’s largest 20 equity holdings in terms of June 30, 2005 market value.

INCOME TAX INFORMATION: The cost of total investments for Federal income tax purposes was $119,430,616. At June 30, 2005, net unrealized appreciation for all securities was $29,873,593, consisting of aggregate gross unrealized appreciation of $32,599,000 and aggregate gross unrealized depreciation of $2,725,407. The primary differences in book and tax basis cost is the timing of the recognition of losses on securities sold and amortization of discount for book and tax purposes.

34  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

ROYCE FOCUS TRUST JUNE 30, 2005 (Unaudited)

   Statement of Assets and Liabilities

ASSETS:
Investments at value (including collateral on loaned securities)*	$	122,797,209
Repurchase agreement (at cost and value)		26,507,000
Cash		351,480
Receivable for investments sold		10,914
Receivable for dividends and interest		541,349
Total Assets		150,207,952
LIABILITIES:
Payable for collateral on loaned securities		3,202,198
Payable for investments purchased		7,600
Payable for investment advisory fee		111,483
Preferred dividends accrued but not yet declared		33,329
Accrued expenses		62,181
Total Liabilities		3,416,791
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	$	121,791,161
ANALYSIS OF NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Common Stock paid-in capital – $0.001 par value per share; 13,679,902 shares outstanding (100,000,000 shares authorized)	$	82,873,234
Undistributed net investment income (loss)		306,614
Accumulated net realized gain (loss) on investments		11,823,754
Net unrealized appreciation (depreciation) on investments		30,187,292
Quarterly and accrued distributions		(3,399,733	)
Net Assets applicable to Common Stockholders (net asset value per share – $8.90)	$	121,791,161
*Investments at identified cost (including $3,202,198 of collateral on loaned securities)	$	92,609,917

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  35

ROYCE FOCUS TRUST SIX MONTHS ENDED JUNE 30, 2005 (Unaudited)

   Statement of Operations

INVESTMENT INCOME:
Income:
Interest	$	706,318
Dividends		402,348
Securities lending		9,858
Total income		1,118,524
Expenses:
Investment advisory fees		629,864
Custody and transfer agent fees		42,024
Stockholder reports		35,368
Professional fees		13,404
Directors’ fees		10,699
Administrative and office facilities expenses		5,682
Other expenses		59,869
Total expenses		796,910
Net investment income (loss)		321,614
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on investments		10,449,681
Net change in unrealized appreciation (depreciation) on investments		(15,020,437	)
Net realized and unrealized gain (loss) on investments		(4,570,756	)
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM INVESTMENT OPERATIONS		(4,249,142	)
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS		(750,000	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS RESULTING FROM INVESTMENT OPERATIONS	$	(4,999,142	)

36  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

ROYCE FOCUS TRUST

   Statement of changes in Net Assets

	Six months ended
	6/30/05			Year ended
	(unaudited)			12/31/04
INVESTMENT OPERATIONS:
Net investment income (loss)	$	321,614		$	225,575
Net realized gain (loss) on investments		10,449,681			16,972,445
Net change in unrealized appreciation (depreciation) on investments		(15,020,437	)		9,319,147
Net increase (decrease) in net assets resulting from investment operations		(4,249,142	)		26,517,167
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net investment income		–			(21,150	)
Net realized gain on investments		–			(1,478,850	)
Quarterly distributions*		(750,000	)		–
Total distributions to Preferred Stockholders		(750,000	)		(1,500,000	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS RESULTING FROM INVESTMENT OPERATIONS		(4,999,142	)		25,017,167
DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net investment income		–			(242,185	)
Net realized gain on investments		–			(16,948,411	)
Quarterly distributions*		(2,616,400	)		–
Total distributions to Common Stockholders		(2,616,400	)		(17,190,596	)
CAPITAL STOCK TRANSACTIONS:
Net proceeds from rights offering		21,772,491			–
Reinvestment of distributions to Common Stockholders		1,781,620			11,013,943
Total capital stock transactions		23,554,111			11,013,943
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS		15,938,569			18,840,514
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Beginning of period		105,852,592			87,012,078
End of period (including undistributed net investment income (loss) of $306,614 at 6/30/05 and $(15,000) at 12/31/04)	$	121,791,161		$	105,852,592
*To be allocated to net investment income and capital gains at year end.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  37

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			Years ended December 31,
	June 30, 2005
	(unaudited)				2004			2003			2002			2001			2000
NET ASSET VALUE, BEGINNING OF PERIOD	$	9.75		$	9.00		$	6.27		$	7.28		$	6.77		$	5.94
INVESTMENT OPERATIONS:
Net investment income (loss)		0.02			0.02			0.08			(0.01	)		0.05			0.12
Net realized and unrealized gain (loss) on investments		(0.43	)		2.63			3.57			(0.74	)		0.79			1.26
Total investment operations		(0.41	)		2.65			3.65			(0.75	)		0.84			1.38
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net investment income		–			(0.00	)		(0.02	)		(0.03	)		(0.04	)		(0.03	)
Net realized gain on investments		–			(0.15	)		(0.14	)		(0.13	)		(0.13	)		(0.14	)
Quarterly distributions*		(0.07	)		–			–			–			–			–
Total distributions to Preferred Stockholders		(0.07	)		(0.15	)		(0.16	)		(0.16	)		(0.17	)		(0.17	)
NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS RESULTING FROM INVESTMENT OPERATIONS		(0.48	)		2.50			3.49			(0.91	)		0.67			1.21
DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net investment income		–			(0.02	)		(0.06	)		(0.02	)		(0.03	)		(0.06	)
Net realized gain on investments		–			(1.72	)		(0.56	)		(0.07	)		(0.11	)		(0.28	)
Quarterly distributions*		(0.24	)		–			–			–			–			–
Total distributions to Common Stockholders		(0.24	)		(1.74	)		(0.62	)		(0.09	)		(0.14	)		(0.34	)
CAPITAL STOCK TRANSACTIONS:
Effect of reinvestment of distributions by Common Stockholders		(0.00	)		(0.01	)		(0.03	)		(0.01	)		(0.02	)		(0.04	)
Effect of rights offering and Preferred Stock offering		(0.13	)		–			(0.11	)		–			–			–
Total capital stock transactions		(0.13	)		(0.01	)		(0.14	)		(0.01	)		(0.02	)		(0.04	)
NET ASSET VALUE, END OF PERIOD	$	8.90		$	9.75		$	9.00		$	6.27		$	7.28		$	6.77
MARKET VALUE, END OF PERIOD	$	8.55		$	10.47		$	8.48		$	5.56		$	6.65		$	5.69
TOTAL RETURN (a):
Market Value		(16.2	)%***		47.3	%		64.0	%		(15.1	)%		19.7	%		27.9	%
Net Asset Value		(6.3	)%***		29.2	%		54.3	%		(12.5	)%		10.0	%		20.9	%
RATIOS BASED ON AVERAGE NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Total expenses (b,c)		1.58	%**		1.53	%		1.57	%		1.88	%		1.47	%		1.44	%
Management fee expense		1.25	%**		1.27	%		1.14	%		1.13	%		1.11	%		1.00	%
Other operating expenses		0.33	%**		0.26	%		0.43	%		0.75	%		0.36	%		0.44	%
Net investment income (loss)		0.64	%**		0.24	%		1.07	%		(0.16	)%		0.70	%		1.93	%
SUPPLEMENTAL DATA:
Net Assets Applicable to Common Stockholders, End of Period (in thousands)	$	121,791		$	105,853		$	87,012		$	57,956		$	66,654		$	60,933
Liquidation Value of Preferred Stock, End of Period (in thousands)	$	25,000		$	25,000		$	25,000		$	20,000		$	20,000		$	20,000
Portfolio Turnover Rate		19	%		52	%		49	%		61	%		54	%		69	%
PREFERRED STOCK:
Total shares outstanding		1,000,000			1,000,000			1,000,000			800,000			800,000			800,000
Asset coverage per share	$	146.79		$	130.85		$	112.01		$	97.44		$	108.32		$	101.17
Liquidation preference per share	$	25.00		$	25.00		$	25.00		$	25.00		$	25.00		$	25.00
Average market value per share (d):
6.00% Cumulative	$	25.44		$	24.83		$	25.45			–			–			–
7.45% Cumulative		–			–		$	25.53		$	25.64		$	25.09		$	22.23

(a)	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, if any, 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.
(b)	Expense ratios based on total average net assets including liquidation value of Preferred Stock were 1.27%, 1.21%, 1.20%, 1.43%, 1.11% and 1.05% for the periods ended June 30, 2005 and December 31, 2004, 2003, 2002, 2001 and 2000, respectively.
(c)	Expense ratios based on average net assets applicable to Common Stockholders before waiver of fees by the investment adviser would have been 1.73%, 2.06%, 1.69% and 1.81% for the periods ended December 31, 2003, 2002, 2001 and 2000, respectively.
(d)	The average of month-end market values during the period that the preferred stock was outstanding.
*	To be allocated to net investment income and capital gains at year end.
**	Annualized.
***	Not annualized.

38  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005

ROYCE FOCUS TRUST JUNE 30, 2005

   Notes to Financial Statements (Unaudited)

Summary of Significant Accounting Policies:
    Royce Focus Trust, Inc. (“the Fund”) is a diversified closed-end investment company. 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.

Valuation of Investments:
    Securities are valued as of the close of trading on the New York Stock Exchange (generally 4:00 p.m. Eastern time) on the valuation date. Securities that trade on an exchange or Nasdaq are valued at their last reported sales 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 bid price. Securities for which market quotations are not readily available are valued at their fair value under procedures established by the Fund’s Board of Directors. Bonds and other fixed income securities may be valued by reference to other securities with comparable ratings, interest rates and maturities, using established independent pricing services.

Investment Transactions and Related Investment Income:
    Investment transactions are accounted for on the trade date. Dividend income is recorded on the ex-dividend date and any non-cash dividend income is recorded at the fair market value of the securities received. Interest income is recorded on an accrual basis. 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 in an equitable manner. Allocated personnel and occupancy costs related to The Royce Funds are included in administrative and office facilities expenses. The Fund has adopted a deferred fee agreement that allows the Fund’s 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.

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 “Income Tax Information”. Distributions:
    The Fund currently has a policy of paying quarterly distributions on the Fund’s Common Stock. Distributions are currently being made 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 recorded on an accrual basis and paid quarterly. The Fund is required to allocate long-term capital gain distributions and other types of income proportionately to distributions made to holders of shares of Common Stock and Preferred Stock. 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 basis 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.

Repurchase Agreements:
    The Fund entered into repurchase agreements with respect to its portfolio securities solely with State Street Bank and Trust Company (“SSB&T”), the custodian of its assets. The Fund restricts repurchase agreements to maturities of no more than seven days. Securities pledged as collateral for repurchase agreements, which are held by SSB&T 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 SSB&T, including possible delays or restrictions upon the ability of the Fund to dispose of the underlying securities.

Securities Lending:
    The Fund loans securities to qualified institutional investors for the purpose of realizing additional income. Collateral on all securities loaned for the Fund is accepted in cash and is invested temporarily by the custodian. The collateral is equal to at least 100% of the current market value of the loaned securities.

Capital Stock:
    The Fund issued 196,634 and 1,182,493 shares of Common Stock as reinvestment of distributions by Common Stockholders for the six months ended June 30, 2005 and the year ended December 31, 2004, respectively.
    On June 10, 2005, the Fund completed a rights offering of Common Stock to its stockholders at the rate of one common share for each 5 rights held by stockholders of record on May 6, 2005. The rights offering was fully subscribed, resulting in the issuance of 2,627,397 common shares at a price of $8.34, and proceeds of $21,912,491 to the Fund prior to the deduction of estimated expenses of $140,000. The net asset value per

THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  39

ROYCE FOCUS TRUST JUNE 30, 2005

   Notes to Financial Statements (Unaudited) (continued)

share of the Fund’s Common Stock was reduced by approximately $0.13 per share as a result of the issuance.
    At June 30, 2005, 1,000,000 shares of 6.00% Cumulative Preferred Stock were outstanding. Commencing October 17, 2008 and thereafter, the Fund, at its option, may redeem the 6.00% Cumulative Preferred Stock, in whole or in part, at the redemption price. The Fund’s Cumulative Preferred Stock is classified outside of permanent equity (net assets applicable to Common Stockholders) in the accompanying financial statements in accordance with Emerging Issues Task Force (EITF) Topic D-98, Classification and Measurement of Redeemable Securities, 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 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, 2005, the Fund accrued and paid Royce advisory fees totaling $629,864.

Purchases and Sales of Investment Securities:
    For the six months ended June 30, 2005, the cost of purchases and proceeds from sales of investment securities, other than short-term securities and collateral received for securities loaned, amounted to $22,586,146 and $27,679,252, respectively.

40  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005

DISTRIBUTION REINVESTMENT AND CASH PURCHASE OPTIONS

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, 2005.

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.

THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  41

OTHER IMPORTANT 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 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 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 300,000 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, 2005. 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.

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 1-800-221-4268 (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 Royce Funds’ website at www.roycefunds.com and on the SEC’s website at www.sec.gov. 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 1-800-732-0330. The Funds’ complete schedules of investments are updated quarterly, and are available at www.roycefunds.com.

Annual Certifications
    As required, the Funds have submitted to the New York Stock Exchange (“NYSE”) for Royce Value Trust, Royce Micro-Cap Trust and Royce Focus 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 June 30, 2005, filed with the Securities and Exchange Commission.

42  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005

BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS

    At meetings held on June 20-21, 2005, The Royce Fund’s Board 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 each of 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, shareholder services, regulatory compliance, brokerage commissions and research, brokerage and execution products and services provided to the Funds. The Board also considered other matters it deemed important to the approval process such as brokerage commissions paid to R&A affiliates, 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’ shareholders, 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 shareholders 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 for the Funds were considered at the same Board meetings, the directors 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 directors 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 30 years of small-cap value investing experience and track record; (ii) the history of long-tenured R&A portfolio managers managing the Funds; (iii) R&A’s sole 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 30 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 shareholder interests as exemplified by its voluntary fee waiver policy on preferred stock assets in certain circumstances where the Fund’s total return performance from the issuance of the preferred does not exceed the coupon rate on the preferred, and expansive shareholder reporting and communications. The directors 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 directors 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 directors noted R&A’s ability to attract quality and experienced personnel. The directors concluded that the 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 each Fund.
    Investment performance of the Funds and R&A: In light of R&A’s risk-averse approach to investing, the directors believe that risk-adjusted performance continues to be an appropriate measure of each Fund’s investment performance. One measure of risk-adjusted performance the directors have historically used in their 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 five years. Using Morningstar data, Royce Value Trust’s Sharpe Ratio placed in the 2nd quartile for all small-cap objective funds for the three- and five-year periods ended December 31, 2004. Similarly, Royce Micro-Cap Trust’s Sharpe Ratio placed it in the 2nd quartile among its Morningstar micro-cap peer group for the three- and five-year periods. Finally, Royce Focus Trust’s Sharpe Ratio placed it in the 1st quartile among all small-cap objective funds for the three- and five-year periods.

THE ROYCE FUNDS SEMIANNUAL REPORT 2005  |  43

BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS (CONTINUED)

    The directors 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 directors 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 each Fund: The directors 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 directors 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 directors 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 directors 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 directors 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 directors reviewed the investment 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 directors noted that, in the case of Royce Value Trust, the 1.00% basic fee is subject to adjustment up or down (up to 50 bps 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 visa versa. The directors determined that the performance adjustment feature continued to serve as an appropriate incentive to R&A to manage the Fund to the best of its abilities for the benefit of its long-term stockholders. The directors noted that R&A had also 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 coupon rate. The directors also noted that the fee arrangement, which also includes a provision for no fee in periods where the performance is negative, requires Royce 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.
    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 directors determined that the performance adjustment feature continued to serve as an incentive to R&A to manage the Fund to the best of its abilities for the benefit of its long-term stockholders. The directors also noted R&A’s voluntarily 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 does not exceed the coupon rate on the preferred for each month during the year.
    Finally, in the case of Royce Focus Trust, the directors 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 in the 1st quartile of its Morningstar peer group. The directors also noted that R&A had voluntarily committed to waive its fee on the liquidation value of the outstanding preferred stock if the Fund’s performance trails the coupon rate of the preferred.
    The directors also considered fees charged by R&A to institutional and other clients and noted that the Funds’ advisory fees, including the performance-based fees for Royce Value Trust and Royce Micro-Cap Trust, compared favorably to those other accounts.
    After the non-interested directors deliberated in executive session, 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 shareholders of each Fund and that each investment advisory fee rate was reasonable in relation to the services provided.

44  |  THE ROYCE FUNDS SEMIANNUAL REPORT 2005

TheRoyceFunds Wealth Of Experience With approximately $20.6 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 30 years. Charles M. Royce, our Chief Investment Officer, enjoys one of the longest tenures of any active mutual fund manager. Royce’s investment staff includes six other Portfolio Managers, as well as eight assistant portfolio managers and analysts, and six traders.. Multiple Funds, Common Focus Our goal is to offer both individual and institutional investors the best available small-cap value portfolios. Unlike a lot of mutual fund groups with broad product offerings, we have chosen to concentrate on small-company value investing by providing investors with a range of funds that take full advantage of this large and diverse sector. Consistent Discipline 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 $87 million invested in The Royce Funds.
General Information Additional Report Copies and Fund Inquiries (800) 221-4268 ComputerShare Transfer Agent and Registrar (800) 426-5523	Broker/Dealer Services For Fund Materials and Performance Updates, (800) 59-ROYCE (597-6923) Advisor Services For Fund Materials, Performance Updates, Transactions or Account Inquiries (800) 33-ROYCE (337-6923)
www.roycefunds.com
CE-REP-0605

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: Not Applicable.

Item 6: Schedule of Investments – See Item 1.

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

Item 8: Not Applicable.

Item 9: Submission of Matters to a Vote of Security Holders – None.

Item 10: Controls and Procedures.

(a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that, based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report, the Registrant’s Disclosure Controls and Procedures are effective reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrant’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

(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.

Item 11: Exhibits attached hereto.

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 MICRO-CAP TRUST, INC.

BY:	/s/ Charles M. Royce
	Charles M. Royce
	President

Date: August 23, 2005

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 MICRO-CAP TRUST, INC. ROYCE MICRO-CAP TRUST, INC.

BY:	/s/ Charles M. Royce	BY:	/s/ John D. Diederich
	Charles M. Royce		John D. Diederich
	President		Chief Financial Officer

Date: August 23, 2005 Date: August 23, 2005