Edgar Filing: ROYCE VALUE TRUST INC

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-04875

Name of Registrant: Royce Value Trust, Inc.

Address of Registrant: 745 Fifth Avenue
New York, NY 10151

Name and address of agent for service:	John E. Denneen, Esquire
	745 Fifth Avenue
	New York, NY 10151

Registrant’s telephone number, including area code: (212) 508-4500
Date of fiscal year end: December 31
Date of reporting period: January 1, 2009 – December 31, 2009

Item 1. Reports to Shareholders.








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





























	www.roycefunds.com

A Few Words on Closed-End Funds


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

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

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

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

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

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

•	The fixed capital structure allows permanent leverage to be employed as a means to enhance capital appreciation potential.

•	Unlike Royce’s open-end funds, our closed-end funds are able to distribute capital gains on a quarterly basis. In May 2009, the Funds announced the suspension of the quarterly distribution policies for their common stock. Each Fund’s Board of Directors will consider lifting the suspension once such Fund’s capital loss carryforward has been utilized to offset realized gains. Please see page 19 for more details.

We believe that the closed-end fund structure is very suitable for the long-term investor who understands the benefits of a stable pool of capital.



	Why Dividend Reinvestment Is Important

	A very important component of an investor’s total return comes from the reinvestment of distributions. By reinvesting distributions, our investors can maintain an undiluted investment in a Fund. To get a fair idea of the impact of reinvested distributions, please see the charts on pages 13, 15 and 17. For additional information on the Funds’ Distribution Reinvestment and Cash Purchase Options and the benefits for stockholders, please see page 19 or visit our website at www.roycefunds.com.

This page is not part of the 2009 Annual Report to Stockholders

Table of Contents


Annual Review

Performance Table	2

Letter to Our Stockholders	3

Small-Cap Market Cycle Performance	10

Postscript: Cultural Issues	Inside Back Cover


Annual Report to Stockholders	11

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

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Performance Table

NAV Average Annual Total Returns

Through December 31, 2009

	Royce			Royce			Royce
	Value Trust			Micro-Cap Trust			Focus Trust			Russell 2000

Fourth Quarter 2009*		6.19	%		3.85	%		7.19	%		3.87	%

July-December 2009*		29.35			23.44			30.90			23.90

One-Year		44.59			46.47			53.95			27.17

Three-Year		-6.18			-7.01			-0.34			-6.07

Five-Year		1.36			1.00			5.44			0.51

10-Year		7.57			8.64			11.72			3.51

15-Year		10.19			10.56			n.a.			7.73

20-Year		10.34			n.a.			n.a.			8.34

Since Inception		10.29			10.20			10.82			—

Inception Date	11/26/86			12/14/93			11/1/96**				—

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


*		Not annualized
**		Date Royce & Associates, LLC assumed investment management responsibility for the Fund.

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Letter to Our Stockholders

Good Day Sunshine

It would be easy, and more than a little tempting, to tell the story of the stock market in 2009 as a stirring tale of triumph over adversity, the saga of plucky equities battling back to positive returns from near certain defeat in the wake of almost total undoing. Undoubtedly, it was a healthy development for share prices to climb back upward almost unimpeded from early March through the end of the year, especially during those times when the bullish phase was accompanied by improved news on the economic front. Moreover, it was a worldwide rally that lifted stock prices in all asset classes and nearly every sector and industry. So why aren’t we feeling cheerier about the Great Rally of 2009?
Part of the explanation is that the stuff of catchy soundbites and headlines too often fails to account for perspective, such as the longer-term view of things that we assume here at Royce. We were very pleased with the performance of the market—and our Funds—in 2009, but the year’s heady returns must be placed in the larger context of what occurred not only in late 2008, but in the market cycle that began with the respective peaks for small-cap (in July 2007) and large-cap (in October 2007) stocks, peaks that neither index has come close to

We were very pleased with the performance of the market—and our Funds—in 2009, but the year’s heady returns must be placed in the larger context of what occurred not only in late 2008, but in the market cycle that began with the respective peaks for small-cap (in July 2007) and large-cap stocks (in October 2007), peaks that neither index has come close to passing as of this writing.

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Charles M. Royce, President

The idea of establishing a “margin of safety” in an investment is a widely shared tenet of value investors, and one that we take very seriously in our security selection processes here at Royce. When we look at small-cap companies, we are always thinking about risk—preserving capital in difficult periods is as important to our portfolio managers as making it grow in healthy ones. With each company, we ask ourselves, “What is the risk of permanent capital impairment? How well-insulated is this firm from bankruptcy? What are the risks compared to the potential reward?”

We try to answer these questions by taking the company through rigorous fundamental analysis, which typically begins with the balance sheet, as financial risk is probably the most important to us. One general guideline that we use is to look for a better than two-to-one ratio of assets to stockholders’ equity for non-financial companies. This represents our primary “margin of safety” measure, providing, in our view, reasonably sufficient financial flexibility for the company to survive difficult periods for its business and/or industry.

Once comfortable with the balance sheet, we move our analysis to an

Continued on page 6...

Letter to Our Stockholders

passing as of this writing. (And this does not include the long-term travails of the Nasdaq, still not recovered from its dot.com hangover in 2000). Seen from this admittedly more downbeat vantage point, the shine of the rally loses some luster. For our own purposes of managing assets and thinking about where the market may be headed next, this more sobering perspective is necessary. Recalling that overall equity returns still have some ground to cover before results for periods longer than one year are respectably in the black does not diminish the good news of 2009; it just places it in a different, less glaring light in which we think it can be better understood. On that issue (and others), we have more to say below.
Of course, the passing of 2009 is notable because it marks not just the end of a year, but of a decade. And what a decade it was. Though it ended with a bang, it left most investors whimpering. Perhaps the best way of summing up the last 10 years is to point out that when the decade to which it has most commonly been compared is the 1930s, it was not a good decade. The Aughts (or Zeroes, if you prefer) saw more than their share of significant incidents, whether one’s purview is the stock market or the entire globe. To briefly tick off just a few of the major market events, we saw the bursting of the tech bubble, the proliferation of ETFs (exchange-traded funds), the growth of international investing, and one of the most destructive bear markets since the Great Depression. All of this took place amid horrific terrorist attacks, the bursting of the real estate bubble and a global recession that we are, hopefully, emerging from with the advent of the new decade. If nothing else, they were interesting times, even as many investors are happy to see them go.

“Everybody Had a Good Year...”
That sentiment may be more true for large-cap investors than others, as the S&P 500’s return for the decade was notably negative. Large-caps did, however, enjoy a more than respectable showing in 2009. In fact, results for all three major indexes were outstanding, with the small-cap Russell 2000, S&P 500 and the Nasdaq Composite each posting their strongest calendar year performances since 2003—the Russell 2000 gained 27.2%, compared to 26.5% for the S&P 500 and 43.9% for the Nasdaq Composite. After beginning the year with the most substantial losses, small-caps rallied hardest, leading from the market low on March 9, 2009. From that early March trough through the end of 2009, the Russell 2000 climbed 84.5% versus respective gains of 67.8% and 78.9% for the S&P 500 and Nasdaq Composite.

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     While each major index performed very well from the March bottom, all three remained well shy of their respective peaks. From their previous highs in 2007, the Russell 2000 and S&P 500 were off 24.2% and 24.0%, respectively, through December 31, 2009, while the more tech-oriented Nasdaq Composite remained 55.1% below its high, made during March 2000. Unsurprisingly, then, each index’s stellar one-year result was not enough to put respective three-year returns in positive territory, while their five-year results were only slightly positive. For the decade as a whole, results were equally dismal. The decade was the worst on record for both the small-cap and large-cap indexes. The average annual total return for the 10-year period was 3.5% for the Russell 2000 and -1.0% for the S&P 500. The Nasdaq performed most poorly, losing 5.7% on an average annual total return basis for the decade.
     For the calendar year, the MSCI EAFE (Europe, Australasia and Far East) index gained 31.8% and the MSCI World ex USA Small Core index rose 50.8%. Both indexes posted negative returns for the three-year period. However, five-year and 10-year results were positive—and ahead of the Russell 2000 for the international small-cap index.
     Within small-cap, growth substantially outperformed value in 2009—the Russell 2000 Growth index rose 34.5% versus 20.6% for the Russell 2000 Value index. Small-cap growth also held the performance edge in the three-year and five-year periods ended December 31, 2009. However, small-cap value outperformed in 2009’s rally. From the market low on March 9, 2009 through December 31, 2009, the Russell 2000 Value index was up 88.1% versus 81.0% for the Russell 2000 Growth index. Small-cap value also outpaced its growth sibling for the 10-, 15-, 20- and 25-year periods ended December 31, 2009. Micro-cap results were also very strong for calendar 2009, with the Russell Microcap index up 27.5%. Within micro-cap, growth outperformed value for the one-, three- and five-year periods ended December 31, 2009.

Yesterday
We were very pleased with the calendar-year performances for Royce Value Trust, Royce Micro-Cap Trust and Royce Focus Trust. Each of our closed-end portfolios outperformed their respective benchmarks on both an NAV (net asset value) and market price basis. However, it was more important to us that each portfolio posted strong absolute NAV returns, with each portfolio returning in excess of 35% for the calendar year. We also remain very pleased that the Funds’ returns in 2009 were a combination of strong relative

We expect investors to become more discriminating in the next market phase as the economy stabilizes and valuations are no longer at the fire-sale levels of late 2008 and early 2009. Such an environment should favor quality stocks—that is, those companies that have strong balance sheets, steady earnings and high returns on invested capital—in all asset classes.

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assessment of the company’s internal rates of return, particularly its return on invested capital, which gives us a strong sense of the sustainability of the company’s success. This analysis provides an indication of whether or not the company’s operations are likely to generate returns above and beyond the cost of capital, leading to increases in shareholder value. The ability to generate free cash flow and use it productively to grow the business and reward shareholders through dividends and share repurchases is one of the key attributes in our definition of a high- quality business. We like companies with little or no debt, but it’s just as important for the business to be operating in a way that suggests it can maintain the same or a similar level of financial well-being over the long term, consistent with our own investment time horizon.

A third element that our portfolio managers and analysts seek are companies trading for at least a 30% discount to our estimate of their worth as a business, though our preferred discount is 50% to this estimate of intrinsic value. We operate on the assumption that under historically normal operating conditions the discount will narrow, but typically over the course of years, not months. In fact, if all works out according to plan, our investment in a small-cap stock trading at a 50% discount to its current worth would double over time, providing an average annual total return over four years of 18.9%. Purchasing shares at a 30% discount


Continued on page 8...

Letter to Our Stockholders

performance in the downturn that opened the year, as well as terrific showings during the rally that began in March. As always, we are as committed to capital preservation as we are to capital appreciation, our results in 2008 notwithstanding.
The rally has thus far been attractively egalitarian in nature, bestowing generous favor not only on stocks in all asset classes, but also to most sectors and industries. Of course, some areas did better than others. For the portfolios taken as a whole, the strongest sectors were Natural Resources (for Micro-Cap and Focus Trust) and Technology (in Value and Micro-Cap Trust). The former sector includes precious metals and mining companies as well as energy services stocks and oil and gas companies, all of which have exhibited considerable strength through the rally. The recovery for tech stocks, long overdue in our estimation, was keyed by the productivity and, in many cases, profitability of many tech businesses. In addition, much early M&A (merger & acquisition) activity during the downturn was focused on technology stocks, which seemed to attract investors.
One curious occurrence has been the thus-far relatively disappointing showing of small-cap companies that pay a dividend, one of our key identifiers of company quality. According to Bank of America-Merrill Lynch, dividend-paying small-cap stocks lagged their ‘dividend-deficient’ small-cap peers by a wide margin. In 2009, these stocks were up 11.1% versus a gain of 40.0% for those small-cap stocks with no dividend yield. We anticipate that the market will move into a less feverishly bullish phase, one that should help dividend-paying small-caps to somewhat narrow this performance gap during the next year or so, as investors grow more concerned with quality. We are also expecting frequent and regular leadership rotation between small-cap and large-cap in a return environment that will look more historically typical than what we saw in 2008 and 2009.

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Tomorrow Never Knows

The stock market has survived a number of difficulties—severe bear markets, scandals, and indirectly related events such as those of 9/11. So while the past decade was very tough, going forward we are confident that equities will not just survive, but prosper—that is, creating returns in excess of inflation. We fully anticipate that stocks will remain consistent with their historical role of building wealth over the long term and that diversified equity investments are the soundest method for investors to try to realize their goals. While the economic outlook is uncertain, and many investors are still anxious, we accept the idea that, as much as we would like them to be infrequent, bear markets, even historically awful ones, remain a fact of investment life. The best we can do is to act responsibly when they happen, trying to turn their declines to our long-term advantage. So while no one wants a recurrence of the sort of the near-disaster of 2008, we look to the future knowing that there are no guarantees. The only sure thing that we can see is the consistent presence of volatility.
Whatever else the new decade brings, the history of previous decades suggests that if returns are at or fall below historical levels, small-caps are likely to lead (as they did in the just-concluded decade); if returns exceed historical levels, large-caps are apt to be out in front. This has been the historical pattern regardless of whether an asset class had previously been underperforming. In any case, it seems reasonable to expect better returns in the new decade. The period will likely see its share of worrisome declines and exciting rallies and, as mentioned, several bouts of rotating market leadership between small-cap and large-cap stocks.
As the economic and financial crises move further back in time, we see the market entering a period of more historically typical returns, with annualized returns somewhere in the high single digits. Although it remains early to pronounce with complete confidence, the market appears to be moving out of the initial recovery phase that began with the early rally in March 2009. This bull phase has been very dynamic and particularly good for non-dividend payers, non-earners and very low-priced stocks. In other words, it was a bull run in which few investors were paying attention to risk. We expect investors to become more discriminating in the next market phase as the economy stabilizes and valuations are no longer at the fire-sale levels of late 2008 and early 2009. Such an environment should favor quality stocks—that is, those companies that have strong balance sheets, steady earnings and high returns on invested capital—in all asset classes.

Our approach has always centered on three qualities: ample attention to risk; a concentration on absolute returns; and a long-term investment horizon.

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would yield a 9.4% average annual total return over four years if the market discount gap were to close. At times, more patience than we originally thought is required. There are also those times when our security selections simply do not work out according to plan. While our margin of safety is designed to help us manage business risk, the vagaries of markets and economies can conspire to make these efforts ineffective. Numerous factors can—and will—get in the way, including the inaccuracy of our estimate and unforeseen changes to the business, its management or its industry, to name just a few. These potential obstacles notwithstanding, we are content to try to get it right, even as we know there have been numerous times in which we have gotten it wrong (as well as those wonderful instances in which our expectations are exceeded).

This is why entry and exit price are so crucial to our total return experience with any stock. Our estimate of the worth of a business helps us to determine an ideal entry price. However, prices move around quite a bit in the course of a single trading day, so we choose not a single price but a range of prices that we are happy to pay for a given stock. Ever cautious, we usually use a dollar-cost- averaging model, which equates to a slow wade into the shallow end of the pool. We tend to use the same practice when selling shares as well. Importantly, any long-term success to which we can lay claim depends on always being cognizant of the need to maintain that margin of safety.

Letter to Our Stockholders

Any Time At All

We would happily welcome more investors eager to embrace quality in 2010, though our own time-tested, ‘quality-centric’ style will remain in place regardless of the market’s direction. We remain confident in our consistent, disciplined approach, a confidence rooted in close to four full decades managing small-cap portfolios. This nearly 40-year period, which has seen more than its share of booms and busts, encompasses the life span of one Royce closed-end fund with more than 20 years of history, one with more than 15, and a third with more than 10 years of performance history. We believe that each represents an example of helping investors to build wealth over the long term in a variety of market climates.
Our approach has always centered on three qualities: ample attention to risk; a concentration on absolute returns; and a long-term investment horizon. In order for an investment approach to be successful, we have always believed it must devote significant attention to risk; failing to do so can erode or eradicate returns. Our emphasis on absolute, not relative, returns allows us to offer what we think are more realistic return expectations, especially during very volatile or dynamic short-term periods. Over the long or short run, beating the market is never our objective; it is instead a happy byproduct of successfully executing our investment discipline. Finally, the habit of looking beyond the current quarter or year greatly enhances our ability

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to develop an effective investment thesis in a world too often pre-occupied with short-term results. We find that it is far easier to have an idea of what’s going to happen than it is to know when it’s going to happen. We seek to turn our patience into potential profit.
We have always believed in the critical importance of focusing on what we know and not concerning ourselves about what we cannot control. Our dedication to a disciplined process is the best way to give our shareholders and ourselves the greatest opportunities to build wealth.

Sincerely,

Over the long or short run, beating the market
is never our objective; it is instead a
happy byproduct of successfully executing
our investment discipline.


Charles M. Royce President		W. Whitney George Vice President		Jack E. Fockler, Jr. Vice President

January 31, 2010

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Small-Cap Market Cycle Performance

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

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

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

Peak-to-Current
During the difficult, volatile decline that ended 3/9/09, both value and growth posted similarly negative returns. Events in the financial markets immediately preceding the end of 2008’s third quarter caused the Russell 2000 to decline significantly. After a brief rally at the end of 2008, the index continued to fall. Since then the index recovered significantly, gaining 84.5% from 3/9/09 through 12/31/09.

Royce Focus Trust managed to slightly outperform the index during the decline, while all three of our closed-end funds outperformed during the rally from 3/9/09 through 12/31/09.

ROYCE FUNDS NAV TOTAL RETURNS VS. RUSSELL 2000 INDEX:

MARKET CYCLE RESULTS

Peak-to-

Trough-to-

Peak-to

Peak

Trough

Current

3/9/00-

7/13/07-

3/9/09-

7/13/07-

7/13/07

3/9/09

12/31/09

Russell 2000

54.9

-58.9

84.5

-24.2

Russell 2000 Value

189.5

-61.1

88.1

-26.9

Russell 2000 Growth

-14.8

-56.8

81.0

-21.8

Royce Value Trust

161.3

-65.6

112.4

-26.9

Royce Micro-Cap Trust

175.9

-66.3

113.9

-28.0

Royce Focus Trust

264.2

-58.3

95.6

-18.3

The thoughts concerning recent market movements and future prospects for smaller-company stocks are solely those of Royce & Associates and, of course, there can be no assurance with regard to future market movements. Smaller-company stocks may involve considerably more risk than larger-cap stocks. Past performance is no guarantee of future results. See page 2 for important performance information for all of the above funds.

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Table of Contents


Annual Report to Stockholders

Managers’ Discussions of Fund Performance

Royce Value Trust		12

Royce Micro-Cap Trust		14

Royce Focus Trust		16

History Since Inception		18

Distribution Reinvestment and Cash Purchase Options		19

Schedules of Investments and Other Financial Statements

Royce Value Trust		20

Royce Micro-Cap Trust		36

Royce Focus Trust		50

Directors and Officers		61

Notes to Performance and Other Important Information		62

2009 Annual Report to Stockholders | 11




AVERAGE ANNUAL NAV TOTAL RETURNS
Through 12/31/09

Fourth Quarter 2009*				6.19	%

July-December 2009*				29.35

One-Year				44.59

Three-Year				-6.18

Five-Year				1.36

10-Year				7.57

15-Year				10.19

20-Year				10.34

Since Inception (11/26/86)				10.29

*Not annualized

CALENDAR YEAR NAV TOTAL RETURNS


Year	RVT		Year	RVT

2009	44.6	%	2000	16.6	%

2008	-45.6		1999	11.7

2007	5.0		1998	3.3

2006	19.5		1997	27.5

2005	8.4		1996	15.5

2004	21.4		1995	21.6

2003	40.8		1994	0.1

2002	-15.6		1993	17.3

2001	15.2		1992	19.3


TOP 10 POSITIONS % of Net Assets Applicable to Common Stockholders

Simpson Manufacturing				1.0	%

Alleghany Corporation				0.9

SEACOR Holdings				0.9

Ritchie Bros. Auctioneers				0.9

Sotheby’s				0.9

Oil States International				0.9

AllianceBernstein Holding L.P.				0.9

Ash Grove Cement Cl. B				0.9

Reliance Steel & Aluminum				0.9

HEICO Corporation				0.8


PORTFOLIO SECTOR BREAKDOWN
% of Net Assets Applicable to Common Stockholders

Industrial Products				22.4	%

Technology				19.2

Industrial Services				16.5

Financial Services				12.9

Financial Intermediaries				12.4

Natural Resources				10.5

Health				7.7

Consumer Products				7.2

Consumer Services				3.3

Diversified Investment Companies				0.3

Miscellaneous				4.9

Preferred Stock				0.2

Cash and Cash Equivalents				8.4

Royce Value Trust

Manager’s Discussion Royce Value Trust’s (RVT) portfolio of small-cap and micro-cap stocks enjoyed strong results on both an NAV (net asset value) and market price basis in 2009. For the calendar year, RVT gained 44.6% on an NAV basis, and 35.4% based on market price, outpacing both of its unleveraged small-cap benchmarks, the Russell 2000, which was up 27.2%, and the S&P SmallCap 600, which rose 25.6%, for the same period. The Fund’s solid relative showing in the bearish first quarter was gratifying. During this period, the Fund was down 13.5% and 11.4% on an NAV and market price basis, respectively, while the Russell 2000 fell 15.0%, and the S&P SmallCap 600 declined 16.8%. During the second quarter, when stock prices rose precipitously, RVT held its advantage with impressive gains of 29.2% (NAV) and 19.1% (market price), compared to the Russell 2000’s increase of 20.7%, and the S&P SmallCap 600’s of 21.1%. With the suspension of the Fund’s quarterly distribution policy having a negative impact on its market price returns, we were pleased with the Fund’s strong first-half rebound. This pattern continued in the equally dynamic third quarter, in which RVT gained 21.8% on an NAV basis and 22.9% on a market price basis, outpacing each of its small-cap benchmarks—between July and September, the Russell 2000 and the S&P SmallCap 600 climbed 19.3% and 18.7%, respectively. The fourth quarter saw a considerable slowdown in the pace of the rally, though returns remained positive for smaller companies. RVT rose 6.2% on an NAV basis and 4.4% on a market price basis in 2009’s closing quarter, compared to a 3.9% increase for the Russell 2000 and a 5.1% gain for the S&P SmallCap 600.
The rally that began on March 9, 2009, though it stalled a bit in June and October, rolled on mostly unimpeded through the end of the year. From that early March low through December 31, 2009, the Fund’s results were strong, up 112.4% (NAV) and 118.4% (market price), while the Russell 2000 was up 84.5% and the S&P SmallCap 600 rose 85.1%. The Fund’s ability to leverage clearly helped its recent NAV returns. However, we want to offer a word of caution that the bull phase remains a short one for now and in any case has not yet made back the losses incurred during 2008 or since the small-cap peak on July 13, 2007. (For more on the RVT’s results over recent market cycles, please see page 10.)
	GOOD IDEAS THAT WORKED
	Top Contributors to 2009 Performance*

	Diodes	1.08	%

	Evercore Partners Cl. A	1.00

	Sotheby’s	0.95

	Credit Acceptance	0.91

	Advent Software	0.81

	*Includes dividends

Over longer-term time periods, the Fund’s NAV returns were solid on a relative basis, with absolute NAV returns showing strength for the one-year and 10-year or longer periods. We were very pleased that our style of active, disciplined management enabled RVT to beat the Russell 2000 on an NAV basis for the one-, five-, 10-, 15-, 20-year and since inception (11/26/86) periods ended December 31, 2009. The Fund beat the S&P SmallCap 600 for each of these periods save the five-year span. RVT’s NAV average annual total return since inception was 10.3%.

Important Performance and Risk Information All performance information reflects past performance, is presented on a total return basis and reflects the reinvestment of distributions. Past performance is no guarantee of future results. Current performance may be higher or lower than performance quoted. Returns as of the recent month-end may be obtained at www.roycefunds.com. The market price of the Fund’s shares will fluctuate, so that shares may be worth more or less than their original cost when sold. The Fund invests primarily in securities of small- and micro-cap companies, which may involve considerably more risk than investing in a more diversified portfolio of larger-cap companies. The sum of all contributions and detractions for all securities would approximate the Fund’s performance for 2009.

12 | 2009 Annual Report to Stockholders



Performance and Portfolio Review

For the full year, all but two of the Fund’s equity sectors made positive contributions to performance, led by Technology. Strong showings also came from Industrial Products, Financial Services and Natural Resources. Returns at the industry level were equally diverse, with investment management, retail stores, software and energy services leading a diverse field of contributors. Holding its place from the first half of 2009 as the Fund’s top performer was Diodes, a semiconductor manufacturer with products touching the communications, computing, industrial and consumer electronics markets. Early strength in the company’s Asian markets drove better-than-expected earnings for the year and increases in management’s guidance for revenues and earnings going forward also helped. Evercore Partners, a financial services company focused on investment management and corporate advisory activities, led a broad contribution from its industry. Improved investor confidence and a gradual resumption in positive fund flows were the primary catalysts for the group’s strong stock performance. Investment management remains an important area of focus for the Fund. Sotheby’s is a leader in the highly consumer-sensitive niche of fine art, antique and collectible auctions. Its stock performed handsomely off the lows as investors bid its price higher, refocusing on the company’s durable competitive advantage and valuable brand identity in the high-end auction space. Credit Acceptance is a specialty finance company principally involved in financing a range of activities for automobile dealers and their customers. Credit availability from traditional lenders remained extremely tight throughout the year, so the company was able to increase its market share and improve funding terms as auto sales activity gradually improved from low levels.
				Bermuda-based Bank of N.T. Butterfield & Son continued to suffer amid the ongoing struggles of banking stocks and, while we remain cautious generally toward this industry, the company’s strong core business and enviable market position give us the comfort to wait for an improved operating environment in the future. Ash Grove Cement was another disappointment, as this manufacturer of cement and limestone struggled under the weight of poor residential and commercial construction markets.
GOOD IDEAS AT THE TIME
Top Detractors from 2009 Performance*

Bank of N.T. Butterfield & Son		-0.86	%

Ash Grove Cement Cl. B		-0.58

Woodward Governor		-0.50

Lawson Products		-0.48

Crawford & Company Cl. B		-0.47

*Net of dividends

MARKET PRICE PERFORMANCE HISTORY SINCE INCEPTION (11/26/86) through 12/31/09



¹	Reflects the cumulative total return of an investment made by a stockholder who purchased one share at inception ($10.00 IPO), reinvested all annual distributions as indicated and fully participated in primary subscriptions of the Fund’s rights offerings.
²	Reflects the actual market price of one share as it traded on the NYSE.

FUND INFORMATION AND

PORTFOLIO DIAGNOSTICS

Average Market Capitalization*

$1,111 million

Weighted Average P/E Ratio**

18.7x

Weighted Average P/B Ratio

1.8x

Fund Total Net Assets

$1,070 million

Net Leverage^†

17%

Turnover Rate

31%

Number of Holdings

635

Symbol

Market Price

RVT

NAV

XRVTX

*Geometrically calculated

**The Fund’s P/E ratio calculation excludes companies with zero or negative earnings (25% of portfolio holdings as of 12/31/09).

^†Net leverage is the percentage, in excess of 100%, of the total value of equity type investments, divided by net assets, excluding preferred stock.

CAPITAL STRUCTURE

Publicly Traded Securities Outstanding
at 12/31/09 at NAV or Liquidation Value

66.0 million shares
of Common Stock

$850 million

5.90% Cumulative
Preferred Stock

$220 million

DOWN MARKET PERFORMANCE COMPARISON

All Down Periods of 7.5% or Greater
Over the Last 10 Years, in Percentages(%)

2009 Annual Report to Stockholders | 13




AVERAGE ANNUAL NAV TOTAL RETURNS
Through 12/31/09

Fourth Quarter 2009*				3.85	%

July-December 2009*				23.44

One-Year				46.47

Three-Year				-7.01

Five-Year				1.00

10-Year				8.64

15-Year				10.56

Since Inception (12/14/93)				10.20

*Not annualized

CALENDAR YEAR NAV TOTAL RETURNS


Year	RMT		Year	RMT

2009	46.5	%	2001	23.4	%

2008	-45.5		2000	10.9

2007	0.6		1999	12.7

2006	22.5		1998	-4.1

2005	6.8		1997	27.1

2004	18.7		1996	16.6

2003	55.5		1995	22.9

2002	-13.8		1994	5.0


TOP 10 POSITIONS % of Net Assets Applicable to Common Stockholders

Kennedy-Wilson Holdings				2.3	%

Sapient Corporation				1.7

Seneca Foods				1.3

Pegasystems				1.2

Willbros Group				1.1

iGATE Corporation				1.1

Spherion Corporation				1.0

America’s Car-Mart				1.0

Universal Truckload Services				1.0

Tennant Company				1.0


PORTFOLIO SECTOR BREAKDOWN
% of Net Assets Applicable to Common Stockholders

Industrial Products				21.4	%

Technology				18.4

Industrial Services				13.7

Natural Resources				11.3

Health				9.7

Financial Intermediaries				9.3

Financial Services				9.2

Consumer Products				8.0

Consumer Services				3.5

Diversified Investment Companies				0.9

Miscellaneous				4.9

Preferred Stock				0.4

Cash and Cash Equivalents				14.0

Royce Micro-Cap Trust

Manager’s Discussion After a red-hot first half, the portfolio of carefully selected micro-cap stocks that make up Royce Micro-Cap Trust (RMT) showed few signs of slowing down in the second half of 2009, which added up to a stellar year on both an absolute and relative basis. RMT gained 46.5% on an NAV (net asset value) basis in 2009, and 37.9% based on market price, outpacing both of its unleveraged small-cap benchmark, the Russell 2000, which was up 27.2%, and the Russell Microcap index, which rose 27.5%, for the same period. The Fund enjoyed a strong relative showing in the first-quarter downturn, losing 11.8% on an NAV basis and 5.9% based on market price, compared to respective declines of 15.0% and 15.2% for the Russell 2000 and Russell Microcap indexes. When stock prices began their ascent in the second quarter, the Fund gained 34.5% on an NAV basis and 19.5% on a market price basis. For the same period, the Russell 2000 was up 20.7%, and the Russell Microcap rose 25.0%. We were quite pleased with the Fund’s mid-year results, especially with the suspension of the Fund’s quarterly distribution policy, which had a negative impact on its market price returns during the second quarter. The strength of the rally lasted through the third quarter, in which RMT gained 18.9% on an NAV basis and 21.5% on a market price basis, versus respective gains of 19.3% and 20.9% for the Russell 2000 and Russell Microcap indexes.
The fourth quarter was a more subdued, but still bullish period. RMT gained 3.9% on an NAV basis and 1.0% on a market price basis in the final quarter of 2009, compared to a 3.9% rise for the Russell 2000 and a loss of 0.5% for the Russell Microcap index. The rally that kicked off in early March helped to spur the Fund’s calendar-year performance. From the market low on March 9, 2009 through December 31, 2009, the Fund’s showing was very strong, up 113.9% (NAV) and 116.8% (market price), while the Russell 2000 was up 84.5% and the Russell Microcap index rose 86.0%. We were very happy with the Fund’s results, while RMT’s ability to leverage clearly had a positive impact on recent NAV returns. However, we remain acutely aware that recent gains have not yet erased the losses in the current market cycle that began with the small-cap market peak on July 13, 2007.
	GOOD IDEAS THAT WORKED
	Top Contributors to 2009 Performance*

	Pegasystems	2.74	%

	Spherion Corporation	1.91

	Stein Mart	1.48

	Sapient Corporation	1.44

	Willbros Group	1.32

	*Includes dividends

(For more on the RMT’s results over recent market cycles, please see page 10.) Still, we were pleased with the Fund’s long-term NAV performances on a relative basis. RMT beat the Russell Microcap index (for which data goes back only to 2003) for the one-, three- and five-year periods ended December 31, 2009, and it outpaced the Russell 2000 for the one-, five-, 10-, 15-year and since inception (12/14/93) periods ended December 31, 2009. The Fund’s NAV average annual total return since inception was 10.2%.

Important Performance and Risk Information All performance information reflects past performance, is presented on a total return basis and reflects the reinvestment of distributions. Past performance is no guarantee of future results. Current performance may be higher or lower than performance quoted. Returns as of the recent month-end may be obtained at www.roycefunds.com. The market price of the Fund’s shares will fluctuate, so that shares may be worth more or less than their original cost when sold. The Fund normally invests in micro-cap companies, which may involve considerably more risk than investing in a more diversified portfolio of larger-cap companies. The sum of all contributions and detractions for all securities would approximate the Fund’s performance for 2009.

14 | 2009 Annual Report to Stockholders



Performance and Portfolio Review

For the full year, all of the Fund’s equity sectors made positive contributions to performance, with Technology and Industrial Products providing especially strong results. Natural Resources and Consumer Services also made strong showings, highlighting the remarkable breadth of the market’s rally off the March lows. Within these sectors were four industry groups that merit mention for their own contributions. Net gains in Technology were driven by the software and IT Services industries, as previously restrained business investment returned first to those areas that enhance savings and improve productivity. Retail stores bounced back as tight inventory management and intelligent merchandising helped to offset decreased consumer activity. Finally, the precious metals and mining industry continued its winning ways within Natural Resources, as both underlying commodity prices and the operating metrics of individual companies improved steadily throughout the year. Long-time holding Pegasystems, which manufactures and licenses business process management software, was the Fund’s top individual contributor. The company benefited from suddenly flush IT budgets, particularly in the financial services space from which it derives more than 50% of its total revenues. Spherion Corporation, a staffing and placement services company, rebounded from highly depressed levels as investors appeared to take a more pragmatic view of employment trends, looking past the current malaise to the potential for improved profitably driven by increased economic activity. Stein Mart, the retailer of value-priced designer and branded apparel and merchandise, saw its stock price improve dramatically as the company began realizing better margins from a powerful operating turnaround that included management changes, improved merchandising and store level supply chain initiatives.
			Detractors from the Fund’s performance included Quixote Corporation, which manufactures highway and transportation safety products. The recession severely constrained municipal outlays, the primary driver of the company’s business. We reduced our position in 2009’s first quarter. The first quarter also found us selling our stake in NYMAGIC, a property and casualty insurer with a specialty in ocean marine insurance. While we liked its specialty underwriting franchise and solid reserves, we thought that there were better opportunities elsewhere in the market.
GOOD IDEAS AT THE TIME
Top Detractors from 2009 Performance*

Bank of N.T. Butterfield & Son	-0.81	%

NYMAGIC	-0.54

Avatar Holdings	-0.51

Integral Systems	-0.46

Ash Grove Cement	-0.45

*Net of dividends

MARKET PRICE PERFORMANCE HISTORY SINCE INCEPTION (12/14/93) through 12/31/09



¹Reflects the cumulative total return of an investment made by a stockholder who purchased one share at inception ($7.50 IPO), reinvested distributions as indicated and fully participated in the primary subscription of the 1994 rights offering.
²Reflects the actual market price of one share as it traded on the NYSE and, prior to 12/1/03, on Nasdaq.

FUND INFORMATION AND

PORTFOLIO DIAGNOSTICS

Average Market Capitalization*

$286 million

Weighted Average P/B Ratio

1.4x

Fund Total Net Assets

$303 million

Net Leverage^†

11%

Turnover Rate

30%

Number of Holdings

334

Symbol

Market Price

RMT

NAV

XOTCX

*Geometrically calculated

^†Net leverage is the percentage, in excess of 100%, of the total value of equity type investments, divided by net assets, excluding preferred stock.

CAPITAL STRUCTURE

Publicly Traded Securities Outstanding at 12/31/09
at NAV or Liquidation Value

27.3 million shares
of Common Stock

$243 million

6.00% Cumulative
Preferred Stock

$60 million

DOWN MARKET PERFORMANCE COMPARISON

All Down Periods of 7.5% or Greater
Over the Last 10 Years, in Percentages(%)

2009 Annual Report to Stockholders | 15




AVERAGE ANNUAL NAV TOTAL RETURNS
Through 12/31/09

Fourth Quarter 2009*				7.19	%

July-December 2009*				30.90

One-Year				53.95

Three-Year				-0.34

Five-Year				5.44

10-Year				11.72

Since Inception (11/1/96)^†				10.82

*Not annualized
^†Royce & Associates assumed investment management responsibility for the Fund on 11/1/96.

CALENDAR YEAR NAV TOTAL RETURNS


Year	FUND		Year	FUND

2009	54.0	%	2002	-12.5	%

2008	-42.7		2001	10.0

2007	12.2		2000	20.9

2006	16.3		1999	8.7

2005	13.3		1998	-6.8

2004	29.2		1997	20.5

2003	54.3


TOP 10 POSITIONS % of Net Assets Applicable to Common Stockholders

Mosaic Company (The)				3.0	%

Kennedy-Wilson Holdings				2.9

Reliance Steel & Aluminum				2.8

Unit Corporation				2.7

Nucor Corporation				2.6

Ivanhoe Mines				2.6

Silver Standard Resources				2.6

Buckle (The)				2.5

Sanderson Farms				2.4

Major Drilling Group International				2.3


PORTFOLIO SECTOR BREAKDOWN
% of Net Assets Applicable to Common Stockholders

Natural Resources				30.3	%

Industrial Products				24.4

Financial Services				9.6

Consumer Products				9.0

Industrial Services				7.8

Technology				7.0

Consumer Services				3.6

Financial Intermediaries				3.0

Diversified Investment Companies				2.1

Health				1.6

Miscellaneous				0.7

Cash and Cash Equivalents				18.6

Royce Focus Trust

Manager’s Discussion Royce Focus Trust (FUND) rose an eye-catching 54.0% on an NAV (net asset value) basis and 40.8% on a market price basis in 2009, on both scores trouncing the 27.2% mark posted by its small-cap benchmark, the Russell 2000, for the same period. We were pleased to see such strong performance, but it was more than just full participation in the rally that began in March. The bear market was alive and well through much of the first quarter, and during this down period the Fund lost 7.3% on an NAV basis and only 1.7% on a market price basis, while the Russell 2000 fell 15.0%. Stock prices began to pick up before the end of the first quarter. FUND rose 26.9% on an NAV basis and 17.7% on a market price basis during the more bullish second quarter compared to a gain of 20.7% for the small-cap index. (Note: the Fund’s market price return may have been dampened somewhat by the suspension of the Fund’s quarterly distribution). FUND was very strong on an NAV basis in the equally bullish third quarter, gaining 22.1% on an NAV basis and 14.0% on a market price basis, thus again beating its small-cap benchmark, the Russell 2000 (+19.3%), on an NAV basis. The fourth quarter was a much more quietly bullish period for the market as a whole, with the pace of the rally slowing considerably. During this period, the Fund continued to show strength, gaining 7.2% (NAV) and 6.7% (market price), in both instances ahead of the Russell 2000’s gain of 3.9% for the same period.
FUND posted equally stalwart performance in the rally that began following the market low in early March. From the small-cap trough on March 9, 2009 through December 31, 2009, the Fund gained 95.6% on an NAV basis and 85.6% on a market price basis, beating the 84.5% increase for its small-cap benchmark. These results helped the Fund to rebuild its longer-term, absolute return record in the wake of 2008’s severe downturn. (The bear first appeared with the dawn of the current market cycle, which began with the small-cap market peak on July 13, 2007. Please see page 10 for the Fund’s recent market cycle results.) We were also very pleased with the Fund’s relative results over each of these periods. FUND outpaced the Russell 2000 on an NAV basis for the one-, three-, five-, 10-year and since inception periods of Royce’s management (11/1/96) ended December 31, 2009.
	GOOD IDEAS THAT WORKED
	Top Contributors to 2009 Performance*

	Ivanhoe Mines	4.66	%

	Reliance Steel & Aluminum	3.50

	Sims Metal Management ADR	2.95

	Thor Industries	2.43

	Allied Nevada Gold	2.37

	*Includes dividends

(It also beat its benchmark on a market price basis for each of these same periods save the three-year span.) The Fund’s NAV average annual total return since inception was 10.8%. Natural Resources led all of the Fund’s equity sectors by a wide margin in 2009, though Industrial Products, Consumer Products and Financial Services also posted notable net

Important Performance and Risk Information All performance information reflects past performance, is presented on a total return basis and reflects the reinvestment of distributions. Past performance is no guarantee of future results. Current performance may be higher or lower than performance quoted. Returns as of the recent month-end may be obtained at www.roycefunds.com. The market price of the Fund’s shares will fluctuate, so that shares may be worth more or less than their original cost when sold. The Fund normally invests primarily in small-cap companies, which may involve considerably more risk than investing in a more diversified portfolio of larger-cap companies. The sum of all contributions and detractions for all securities would approximate the Fund’s performance for 2009.

16 | 2009 Annual Report to Stockholders



Performance and Portfolio Review

gains. Natural Resources is home to two industries in which we have had a long-term interest—energy services companies and precious metals and mining stocks. The latter was the Fund’s top-performing industry group in 2009, contributing more than any of the Fund’s other sectors. Our investments in this industry have been based on the idea that precious metals commodity prices would rise over the long run, and the soaring price of gold was one of the big stories in 2009. Our analysis suggests that the prices of many of these stocks have not yet increased proportionally with the rise in their underlining commodity prices. We also think that as equity investors begin to see these companies as earnings and cash flow entities, and not simply as asset plays, this could help to boost share prices. Our patience with top performer—and top-ten holding—Ivanhoe Mines was tested as a supposedly imminent agreement with the Mongolian government to approve the firm’s copper mining plans took four years and three governments to sign. We reduced our position in the third quarter as its stock price climbed. Reliance Steel & Aluminum operates metals service centers throughout the U.S. and across the globe. Inventory destocking ran its course, which, combined with renewed demand for steel, especially from Asia, and unprecedented pricing discipline by steel manufacturers, bolstered investor confidence in the firm’s prospects. Another large position in a similar business also enjoyed a good year—global scrap metal recycling business Sims Metal Management. The firm’s earnings have yet to regain their pre-recession levels, but scrap metal prices have begun to stabilize in anticipation of a pick-up in global industrial activity from which Sims looks very well-positioned to benefit.
			Although we reduced our stake, we still held a small position in Endo Pharmaceuticals Holdings. We remained dissatisfied with its decision to move away from its core pain management products, which were a large part of our initial interest in the company, into new areas. We parted ways with freight transportation business, Arkansas Best, though it was a somewhat reluctant farewell. We simply saw what we regarded as better opportunities elsewhere while still holding the firm’s management in high esteem.
GOOD IDEAS AT THE TIME
Top Detractors from 2009 Performance*

Endo Pharmaceuticals Holdings	-1.32	%

Arkansas Best	-0.84

BB Holdings	-0.61

Pason Systems	-0.52

Woodward Governor	-0.43

*Net of dividends

MARKET PRICE PERFORMANCE HISTORY SINCE INCEPTION (11/1/96)¹ through 12/31/09



¹Royce & Associates assumed investment management responsibility for the Fund on 11/1/96.
²Reflects the cumulative total return experience of a continuous common stockholder who reinvested all distributions as indicated and fully participated in the primary subscription of the 2005 rights offering.
³Reflects the actual market price of one share as it traded on Nasdaq.

FUND INFORMATION AND

PORTFOLIO DIAGNOSTICS

Average Market Capitalization*

$1,938 million

Weighted Average P/B Ratio

2.1x

Fund Total Net Assets

$166 million

Net Leverage^†

Turnover Rate

46%

Number of Holdings

Symbol

Market Price

FUND

NAV

XFUNX

*Geometrically calculated

^†Net leverage is the percentage, in excess of 100%, of the total value of equity type investments, divided by net assets, excluding preferred stock.

CAPITAL STRUCTURE

Publicly Traded Securities Outstanding
at 12/31/09 at NAV or Liquidation Value

19.8 million shares
of Common Stock

$141 million

6.00% Cumulative
Preferred Stock

$25 million

DOWN MARKET PERFORMANCE COMPARISON

All Down Periods of 7.5%
or Greater, in Percentages(%)

2009 Annual Report to Stockholders | 17

History Since Inception

The following table details the share accumulations by an initial investor in the Funds who reinvested all distributions (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.

		Amount		Purchase				NAV		Market
History		Invested		Price¹		Shares		Value²		Value²
Royce Value Trust
11/26/86	Initial Purchase	$	10,000	$	10.000		1,000	$	9,280	$	10,000
10/15/87	Distribution $0.30				7.000		42
12/31/87	Distribution $0.22				7.125		32		8,578		7,250
12/27/88	Distribution $0.51				8.625		63		10,529		9,238
9/22/89	Rights Offering		405		9.000		45
12/29/89	Distribution $0.52				9.125		67		12,942		11,866
9/24/90	Rights Offering		457		7.375		62
12/31/90	Distribution $0.32				8.000		52		11,713		11,074
9/23/91	Rights Offering		638		9.375		68
12/31/91	Distribution $0.61				10.625		82		17,919		15,697
9/25/92	Rights Offering		825		11.000		75
12/31/92	Distribution $0.90				12.500		114		21,999		20,874
9/27/93	Rights Offering		1,469		13.000		113
12/31/93	Distribution $1.15				13.000		160		26,603		25,428
10/28/94	Rights Offering		1,103		11.250		98
12/19/94	Distribution $1.05				11.375		191		27,939		24,905
11/3/95	Rights Offering		1,425		12.500		114
12/7/95	Distribution $1.29				12.125		253		35,676		31,243
12/6/96	Distribution $1.15				12.250		247		41,213		36,335
1997	Annual distribution total $1.21				15.374		230		52,556		46,814
1998	Annual distribution total $1.54				14.311		347		54,313		47,506
1999	Annual distribution total $1.37				12.616		391		60,653		50,239
2000	Annual distribution total $1.48				13.972		424		70,711		61,648
2001	Annual distribution total $1.49				15.072		437		81,478		73,994
2002	Annual distribution total $1.51				14.903		494		68,770		68,927
1/28/03	Rights Offering		5,600		10.770		520
2003	Annual distribution total $1.30				14.582		516		106,216		107,339
2004	Annual distribution total $1.55				17.604		568		128,955		139,094
2005	Annual distribution total $1.61				18.739		604		139,808		148,773
2006	Annual distribution total $1.78				19.696		693		167,063		179,945
2007	Annual distribution total $1.85				19.687		787		175,469		165,158
2008	Annual distribution total $1.72				12.307		1,294		95,415		85,435
3/11/09	Distribution $0.32³				6.071		537
12/31/09		$	21,922				10,720	$	137,966	$	115,669
Royce Micro-Cap Trust
12/14/93	Initial Purchase	$	7,500	$	7.500		1,000	$	7,250	$	7,500
10/28/94	Rights Offering		1,400		7.000		200
12/19/94	Distribution $0.05				6.750		9		9,163		8,462
12/7/95	Distribution $0.36				7.500		58		11,264		10,136
12/6/96	Distribution $0.80				7.625		133		13,132		11,550
12/5/97	Distribution $1.00				10.000		140		16,694		15,593
12/7/98	Distribution $0.29				8.625		52		16,016		14,129
12/6/99	Distribution $0.27				8.781		49		18,051		14,769
12/6/00	Distribution $1.72				8.469		333		20,016		17,026
12/6/01	Distribution $0.57				9.880		114		24,701		21,924
2002	Annual distribution total $0.80				9.518		180		21,297		19,142
2003	Annual distribution total $0.92				10.004		217		33,125		31,311
2004	Annual distribution total $1.33				13.350		257		39,320		41,788
2005	Annual distribution total $1.85				13.848		383		41,969		45,500
2006	Annual distribution total $1.55				14.246		354		51,385		57,647
2007	Annual distribution total $1.35				13.584		357		51,709		45,802
2008	Annual distribution total $1.19				8.237		578		28,205		24,807
3/11/09	Distribution $0.22³				4.260		228
12/31/09		$	8,900				4,642	$	41,314	$	34,212
Royce Focus Trust
10/31/96	Initial Purchase	$	4,375	$	4.375		1,000	$	5,280	$	4,375
12/31/96									5,520		4,594
12/5/97	Distribution $0.53				5.250		101		6,650		5,574
12/31/98									6,199		5,367
12/6/99	Distribution $0.145				4.750		34		6,742		5,356
12/6/00	Distribution $0.34				5.563		69		8,151		6,848
12/6/01	Distribution $0.14				6.010		28		8,969		8,193
12/6/02	Distribution $0.09				5.640		19		7,844		6,956
12/8/03	Distribution $0.62				8.250		94		12,105		11,406
2004	Annual distribution total $1.74				9.325		259		15,639		16,794
5/6/05	Rights offering		2,669		8.340		320
2005	Annual distribution total $1.21				9.470		249		21,208		20,709
2006	Annual distribution total $1.57				9.860		357		24,668		27,020
2007	Annual distribution total $2.01				9.159		573		27,679		27,834
2008	Annual distribution total $0.47				6.535		228		15,856		15,323
3/11/09	Distribution $0.09³				3.830		78
12/31/09		$	7,044				3,409	$	24,408	$	21,579

¹		Beginning with the 1997 (RVT), 2002 (RMT) and 2004 (FUND) distributions through 2008, the purchase price of distributions is a weighted average of the distribution reinvestment prices for the year.
²		Other than for initial purchase, values are stated as of December 31 of the year indicated, after reinvestment of distributions.
³		Includes a return of capital.

18 | 2009 Annual Report to Stockholders

Distribution Reinvestment and Cash Purchase Options

Why did the Funds suspend their managed distribution policies for common stockholders?

The Boards of Directors suspended the Funds’ quarterly distribution policies because of the potentially adverse tax consequences that could occur if the policies were to continue. In certain circumstances, returns of capital could be taxable for federal income tax purposes, and all or a portion of the Funds’ capital loss carryforwards from prior years could effectively be forfeited. The Funds intend the suspension to continue until such time as they can again regularly distribute net realized gains, which should occur after they have utilized the their capital loss carryforwards. Until such time, the Funds will distribute any net investment income on an annual basis in December.

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, 2010.

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.

2009 Annual Report to Stockholders | 19

Royce Value Trust

Schedule of Investments

	SHARES	VALUE
COMMON STOCKS – 117.3%

Consumer Products – 7.2%
Apparel, Shoes and Accessories - 1.8%
Anta Sports Products	138,000	$	204,576
Burberry Group	180,000		1,725,780
Columbia Sportswear	54,100		2,112,064
Daphne International Holdings	308,800		247,871
Hengdeli Holdings	282,500		106,918
K-Swiss Cl. A ^a	163,600		1,626,184
Lazare Kaplan International ^a,b	95,437		190,874
Stella International Holdings	266,300		482,794
Timberland Company (The) Cl. A ^a	17,500		313,775
Van De Velde	28,000		1,179,531
Volcom ^a,c	71,300		1,193,562
Warnaco Group (The) ^a	28,500		1,202,415
Weyco Group	97,992		2,316,531
Wolverine World Wide	100,000		2,722,000
Yue Yuen Industrial Holdings	17,000		49,316

			15,674,191

Collectibles - 0.0%
Kid Brands ^a	96,600		423,108

Consumer Electronics - 0.6%
Dolby Laboratories Cl. A ^a	56,200		2,682,426
DTS ^a,c	64,100		2,192,861

			4,875,287

Food/Beverage/Tobacco - 1.0%
Asian Citrus Holdings	292,000		236,303
B&G Foods Cl. A	23,000		211,140
^†Cal-Maine Foods	89,300		3,043,344
Hershey Creamery	709		1,187,575
HQ Sustainable Maritime Industries ^a,c	28,200		198,528
Seneca Foods Cl. A ^a	80,000		1,909,600
Seneca Foods Cl. B ^a	13,251		320,277
Tootsie Roll Industries	52,000		1,423,760

			8,530,527

Home Furnishing and Appliances - 2.2%
American Woodmark	123,335		2,427,233
Ekornes	105,000		2,175,392
Ethan Allen Interiors	360,800		4,841,936
Hunter Douglas	36,000		1,756,366
Kimball International Cl. B	286,180		2,438,254
Mohawk Industries ^a,c	102,200		4,864,720
Samson Holding	500,000		78,979
Universal Electronics ^a,c	10,000		232,200

			18,815,080

Sports and Recreation - 1.4%
Beneteau	45,000		683,003
Coachmen Industries ^a,c	47,700		54,855
RC2 Corporation ^a	132,600		1,955,850
Sturm, Ruger & Company	245,600		2,382,320
Thor Industries	110,900		3,482,260
Winnebago Industries ^a	247,500		3,019,500

			11,577,788

	SHARES	VALUE
Consumer Products (continued)
Other Consumer Products - 0.2%
^†Societe BIC	20,000	$	1,384,239

Total (Cost $53,936,701)			61,280,220

Consumer Services – 3.3%
Direct Marketing - 0.3%
Manutan International	25,000		1,433,032
Takkt	90,000		923,326

			2,356,358

Media and Broadcasting - 0.2%
Discovery Communications Cl. B ^a,c	4,300		131,279
^†Scripps Networks Interactive Cl. A	32,000		1,328,000

			1,459,279

Restaurants and Lodgings - 0.5%
Ajisen China Holdings	1,806,200		1,539,617
Benihana ^a,c	3,300		13,860
Cafe de Coral Holdings	66,000		150,578
CEC Entertainment ^a	64,100		2,046,072
Tim Hortons	20,000		610,200

			4,360,327

Retail Stores - 2.3%
^†Bed Bath & Beyond ^a,c	7,500		289,725
CarMax ^a	160,000		3,880,000
Charming Shoppes ^a	321,900		2,082,693
China Nepstar Chain Drugstore ADR	7,600		55,404
^†Dollar Tree ^a	8,600		415,380
Dress Barn (The) ^a	193,280		4,464,768
GameStop Corporation Cl. A ^a	5,500		120,670
Lewis Group	225,000		1,609,812
Stein Mart ^a	182,800		1,948,648
Tiffany & Co.	90,200		3,878,600
West Marine ^a	131,100		1,056,666

			19,802,366

Total (Cost $21,508,555)			27,978,330

Diversified Investment Companies – 0.3%
Closed-End Funds - 0.3%
Central Fund of Canada Cl. A	211,500		2,914,470

Total (Cost $1,694,963)			2,914,470


Financial Intermediaries – 12.4%
Banking - 3.1%
Ameriana Bancorp	40,000		106,400
Banca Finnat Euramerica	720,000		615,348
Banca Generali	86,000		1,041,708
Bank of N.T. Butterfield & Son	464,886		1,813,055
Bank Sarasin & Cie Cl. B	33,120		1,251,687
Banque Privee Edmond de Rothschild	23		573,899
BCB Holdings ^a	598,676		933,138
Cadence Financial ^c	40,300		70,525
Center Bancorp	44,868		400,222
Centrue Financial	82,200		219,474
CFS Bancorp	75,000		242,250
Chuo Mitsui Trust Holdings	118,000		393,831

20 | 2009 Annual Report to Stockholders

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

December 31, 2009

	SHARES	VALUE
Financial Intermediaries (continued)
Banking (continued)
CNB Financial	11,116	$	177,745
Commercial National Financial	54,900		951,417
Farmers & Merchants Bank of Long Beach	1,200		4,554,000
Fauquier Bankshares	160,800		1,993,920
Hawthorn Bancshares	46,176		440,519
HopFed Bancorp	104,500		992,750
Jefferson Bancshares	32,226		144,695
Kearny Financial	50,862		512,689
Mauritius Commercial Bank	40,000		184,514
Mechanics Bank	200		2,200,000
Old Point Financial	25,000		388,750
Peapack-Gladstone Financial	10,500		133,140
State Bank of Mauritius	46,000		121,252
Timberland Bancorp ^d	469,200		2,083,248
Vontobel Holding	20,400		582,658
Whitney Holding Corporation	41,500		378,065
Wilber Corporation (The)	113,743		818,950
Wilmington Trust	143,500		1,770,790

			26,090,639

Insurance - 6.1%
Alleghany Corporation ^a	28,096		7,754,496
Argo Group International Holdings ^a	64,751		1,886,844
Aspen Insurance Holdings	47,000		1,196,150
CNA Surety ^a	100,600		1,497,934
^†Discovery Holdings	386,000		1,668,895
E-L Financial	7,400		3,184,084
Enstar Group ^a	20,217		1,476,245
Erie Indemnity Cl. A	131,800		5,142,836
First American	20,000		662,200
Hilltop Holdings ^a	330,400		3,845,856
Independence Holding	317,658		1,842,416
Leucadia National ^a	44,940		1,069,123
Markel Corporation ^a	6,200		2,108,000
Montpelier Re Holdings	62,000		1,073,840
NYMAGIC	202,200		3,354,498
Old Republic International	20,000		200,800
ProAssurance Corporation ^a	62,000		3,330,020
RLI	90,724		4,831,053
^†Validus Holdings	49,808		1,341,828
Zenith National Insurance	135,100		4,020,576

			51,487,694

Real Estate Investment Trusts - 0.0%
Gladstone Commercial	30,000		402,300

Securities Brokers - 2.8%
Broadpoint Gleacher Securities Group ^a,c	293,000		1,306,780
Close Brothers Group	43,000		475,601
Cowen Group Cl. A ^a,c	482,220		2,854,742
Daewoo Securities	5,000		84,077
DundeeWealth	33,300		439,394
^†Egyptian Financial Group-Hermes Holding	451,500		2,047,243
FBR Capital Markets ^a,c	125,800		777,444
HQ	40,000		661,310

	SHARES	VALUE
Financial Intermediaries (continued)
Securities Brokers (continued)
Interactive Brokers Group Cl. A ^a,c	100,000	$	1,772,000
Investcorp Bank GDR ^a	27,000		81,270
KBW ^a,c	70,058		1,916,787
Kim Eng Holdings	240,000		343,291
Lazard Cl. A	109,300		4,150,121
Mirae Asset Securities	38,850		2,158,570
Mizuho Securities	492,300		1,473,539
Oppenheimer Holdings Cl. A	75,000		2,491,500
Phatra Securities	775,000		392,145
Schwab (Charles)	10,000		188,200
UOB-Kay Hian Holdings	190,000		203,427
Woori Investment & Securities	11,000		156,158

			23,973,599

Securities Exchanges - 0.0%
Singapore Exchange	19,200		113,179

Other Financial Intermediaries - 0.4%
KKR & Company (Guernsey) L.P. ^a	105,000		884,606
KKR Financial Holdings	481,404		2,792,143

			3,676,749

Total (Cost $128,913,262)			105,744,160


Financial Services – 12.9%
Diversified Financial Services - 1.0%
Encore Capital Group ^a	88,000		1,531,200
Franco-Nevada Corporation	10,000		268,681
Ocwen Financial ^a,c	123,600		1,182,852
World Acceptance ^a,c	158,700		5,686,221

			8,668,954

Information and Processing - 2.0%
Broadridge Financial Solutions	35,000		789,600
Interactive Data	112,300		2,841,190
MoneyGram International ^a,c	498,600		1,435,968
Morningstar ^a,c	109,800		5,307,732
MSCI Cl. A ^a	30,000		954,000
SEI Investments	318,300		5,576,616

			16,905,106

Insurance Brokers - 0.8%
Brown & Brown	224,900		4,041,453
Crawford & Company Cl. B ^a,c	1,160		4,570
Gallagher (Arthur J.) & Co.	111,200		2,503,112

			6,549,135

Investment Management - 8.0%
A.F.P. Provida ADR	22,100		1,002,235
ABG Sundal Collier Holding	115,000		158,303
Affiliated Managers Group ^a	42,800		2,882,580
AllianceBernstein Holding L.P.	263,600		7,407,160
^†Altisource Portfolio Solutions ^a	41,199		864,767
AP Alternative Assets L.P. ^a	233,200		1,529,688
^†Artio Global Investors Cl. A ^a	150,000		3,823,500
Ashmore Group	187,938		816,988
Azimut Holding	76,700		1,023,860
BKF Capital Group ^a	130,000		120,900
BT Investment Management	207,000		565,785

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

2009 Annual Report to Stockholders | 21

Royce Value Trust

Schedule of Investments

	SHARES	VALUE
Financial Services (continued)
Investment Management (continued)
Coronation Fund Managers	526,000	$	623,840
Deutsche Beteiligungs	52,800		1,293,743
Eaton Vance	125,300		3,810,373
Endeavour Financial ^c	150,000		253,860
Equity Trustees	33,202		538,405
Evercore Partners Cl. A	144,100		4,380,640
F&C Asset Management	60,000		72,998
Federated Investors Cl. B	204,700		5,629,250
Fiducian Portfolio Services	227,000		306,544
GAMCO Investors Cl. A	110,575		5,339,667
GIMV	30,000		1,569,503
GP Investments BDR ^a	15,000		87,239
Investec	118,000		808,902
MVC Capital	424,200		5,005,560
MyState	152,000		361,568
Onex Corporation	50,000		1,128,269
Partners Group Holding	20,000		2,518,984
Perpetual	12,700		419,145
Platinum Asset Management	149,000		735,937
Rathbone Brothers	35,400		453,372
RHJ International ^a	102,500		783,134
Schroders	41,100		877,301
SHUAA Capital ^a	485,000		194,389
SPARX Group ^a	1,320		155,186
Sprott	269,600		1,160,013
^†Teton Advisors Cl. A	1,867		23,337
Treasury Group	51,500		246,377
Trust Company	97,283		565,245
Value Partners Group ^a	7,173,600		3,649,732
VZ Holding	8,500		646,916
Waddell & Reed Financial Cl. A	139,300		4,254,222

			68,089,417

Special Purpose Acquisition Corporation - 0.1%
^†Liberty Acquisition Holdings ^a,c	66,455		642,620
^†Sapphire Industrials ^a	55,600		558,224

			1,200,844

Specialty Finance - 0.7%
Credit Acceptance ^a,c	134,601		5,666,702

Other Financial Services - 0.3%
^†E-House China Holdings ADR ^a,c	71,000		1,286,520
^†Kennedy-Wilson Holdings ^a	150,000		1,342,500

			2,629,020

Total (Cost $106,730,070)			109,709,178


Health – 7.7%
Commercial Services - 0.8%
Affymetrix ^a	10,000		58,400
Chindex International ^a,c	13,700		193,581
OdontoPrev	50,000		1,830,274
PAREXEL International ^a	332,400		4,686,840

			6,769,095

Drugs and Biotech - 1.5%
American Oriental Bioengineering ^a,c	15,700		73,005

	SHARES	VALUE
Health (continued)
Drugs and Biotech (continued)
Biogen Idec ^a	3,500	$	187,250
^†Boiron	45,000		1,918,486
^†China Nuokang Bio-Pharmaceutical ADR ^a,c	26,000		204,100
China Shineway Pharmaceutical Group	377,000		701,826
Endo Pharmaceuticals Holdings ^a	158,300		3,246,733
^†Luminex Corporation ^a,c	20,000		298,600
Pharmacyclics ^a	378,746		1,189,262
Simcere Pharmaceutical Group ADR ^a,c	60,300		557,172
^†Sino Biopharmaceutical	4,061,000		1,288,651
Sinovac Biotech ^a,c	83,100		526,023
Sunesis Pharmaceuticals ^a,c	211,500		226,305
^†3SBio ADR ^a	53,275		729,335
Virbac	16,000		1,666,552
^†Warner Chilcott Cl. A ^a,c	11,300		321,711
WuXi PharmaTech Cayman ADR ^a	3,110		49,635

			13,184,646

Health Services - 2.1%
Advisory Board (The) ^a	120,000		3,679,200
Albany Molecular Research ^a	85,000		771,800
Bangkok Chain Hospital	385,000		65,733
Chem Rx ^a	280,000		89,600
Chem Rx (Warrants) ^a,b	560,000		0
Cross Country Healthcare ^a	30,000		297,300
eResearch Technology ^a	117,624		706,920
Health Net ^a,c	9,000		209,610
HMS Holdings ^a	50,000		2,434,500
ICON ADR ^a,c	101,400		2,203,422
On Assignment ^a	375,400		2,684,110
Pharmaceutical Product Development	100,000		2,344,000
Res-Care ^a	90,460		1,013,152
^†VCA Antech ^a	39,000		971,880
WellCare Health Plans ^a	5,000		183,800

			17,655,027

Medical Products and Devices - 3.3%
Allied Healthcare Products ^a	180,512		967,544
Atrion Corporation	15,750		2,452,590
Carl Zeiss Meditec	125,000		2,229,621
CONMED Corporation ^a	81,500		1,858,200
Edwards Lifesciences ^a	3,500		303,975
Fielmann	25,000		1,840,594
IDEXX Laboratories ^a,c	103,100		5,509,664
Immucor ^a	20,300		410,872
Kinetic Concepts ^a	6,600		248,490
STERIS Corporation	98,600		2,757,842
Straumann Holding	6,700		1,888,540
^†Techne Corporation	71,000		4,867,760
Urologix ^a,c	445,500		824,175
Young Innovations	62,550		1,549,989
Zoll Medical ^a	400		10,688

			27,720,544

Total (Cost $46,179,810)			65,239,712

22 | 2009 Annual Report to Stockholders

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

December 31, 2009

	SHARES	VALUE
Industrial Products – 22.4%
Automotive - 1.6%
Gentex Corporation	103,500	$	1,847,475
Great Wall Motor	100,000		123,959
LKQ Corporation ^a	300,000		5,877,000
Minth Group	176,600		260,248
Nokian Renkaat	65,000		1,577,103
Norstar Founders Group ^a,b	524,000		24,668
SORL Auto Parts ^a,c	26,423		225,388
Superior Industries International	40,000		612,000
WABCO Holdings	103,800		2,677,002
Wonder Auto Technology ^a,c	9,000		105,840
Xinyi Glass Holdings	240,000		216,480

			13,547,163

Building Systems and Components - 2.1%
Armstrong World Industries ^a	133,200		5,185,476
Decker Manufacturing	6,022		79,791
NCI Building Systems ^a	13,900		25,159
Preformed Line Products	91,600		4,012,080
Simpson Manufacturing	303,500		8,161,115

			17,463,621

Construction Materials - 1.2%
Ash Grove Cement Cl. B	50,518		7,375,628
^†Duratex	226,464		2,089,230
USG Corporation ^a,c	50,000		702,500

			10,167,358

Industrial Components - 2.3%
AMETEK	6,300		240,912
CLARCOR	92,500		3,000,700
Donaldson Company	92,800		3,947,712
GrafTech International ^a	285,190		4,434,705
II-VI ^a	13,500		429,300
Mueller Water Products Cl. A	72,500		377,000
PerkinElmer	185,800		3,825,622
Powell Industries ^a	92,400		2,913,372
Precision Castparts	2,200		242,770

			19,412,093

Machinery - 5.2%
Astec Industries ^a	61,800		1,664,892
Baldor Electric	62,900		1,766,861
Burckhardt Compression Holding	15,000		2,684,423
Burnham Holdings Cl. B	36,000		336,600
^†Columbus McKinnon ^a,c	90,000		1,229,400
^†Duoyuan Printing ^a,c	15,000		120,750
Franklin Electric	104,600		3,041,768
Hardinge	164,193		903,061
Hollysys Automation Technologies ^a,c	11,535		138,535
Jinpan International	8,500		405,195
Lincoln Electric Holdings	104,180		5,569,463
Lonking Holdings	40,000		27,598
Nordson Corporation	102,100		6,246,478
Rofin-Sinar Technologies ^a	281,700		6,650,937
Shanghai Prime Machinery	450,000		86,098
Spirax-Sarco Engineering	80,000		1,592,715
Takatori Corporation ^a	40,000		127,700
^†Wabtec Corporation	124,500		5,084,580

	SHARES	VALUE
Industrial Products (continued)
Machinery (continued)
Wasion Group Holdings	391,000	$	404,583
Williams Controls ^a	37,499		296,242
Woodward Governor	231,600		5,968,332

			44,346,211

Metal Fabrication and Distribution - 3.5%
Central Steel & Wire	6,062		4,243,400
Commercial Metals	36,600		572,790
CompX International Cl. A	185,300		1,402,721
Fushi Copperweld ^a	12,645		127,967
Kennametal	100,000		2,592,000
NN ^a	197,100		780,516
^†Nucor Corporation	54,100		2,523,765
RBC Bearings ^a,c	92,000		2,238,360
Reliance Steel & Aluminum	168,920		7,300,722
Schnitzer Steel Industries Cl. A	100,000		4,770,000
Sims Metal Management ADR	174,375		3,400,313

			29,952,554

Miscellaneous Manufacturing - 3.0%
Barnes Group	20,000		338,000
Brady Corporation Cl. A	124,600		3,739,246
China Automation Group	330,500		270,654
Matthews International Cl. A	37,000		1,310,910
Mettler-Toledo International ^a	33,500		3,517,165
PMFG ^a	344,900		5,590,829
Rational	10,700		1,812,578
Raven Industries	96,200		3,056,274
Semperit AG Holding	60,000		2,313,983
Synalloy Corporation	198,800		1,739,500
Teleflex	5,000		269,450
Valmont Industries	25,000		1,961,250

			25,919,839

Paper and Packaging - 0.7%
Greif Cl. A	65,700		3,546,486
Mayr-Melnhof Karton	22,000		2,263,225

			5,809,711

Pumps, Valves and Bearings - 1.5%
^†Gardner Denver	82,500		3,510,375
Graco	151,376		4,324,812
IDEX Corporation	67,400		2,099,510
Pfeiffer Vacuum Technology	30,000		2,514,884

			12,449,581

Specialty Chemicals and Materials - 1.0%
Albemarle Corporation	5,000		181,850
^†Chemspec International ADR ^a,c	35,000		231,000
China Sky Chemical Fibre ^a	255,000		34,022
^†China XD Plastics ^a,c	10,000		80,100
Hawkins	186,178		4,064,266
Kingboard Chemical Holdings	41,900		166,162
OM Group ^a	70,000		2,197,300
Victrex	100,000		1,293,601

			8,248,301

Textiles - 0.1%
Pacific Textile Holdings	520,000		346,888

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

2009 Annual Report to Stockholders | 23

Royce Value Trust

Schedule of Investments

	SHARES	VALUE
Industrial Products (continued)
Textiles (continued)
Unifi ^a	121,000	$	469,480

			816,368

Other Industrial Products - 0.2%
China Fire & Security Group ^a,c	6,300		85,239
Harbin Electric ^a,c	10,200		209,508
Vacon	41,500		1,587,549

			1,882,296

Total (Cost $119,404,477)			190,015,096

Industrial Services – 16.5%
Advertising and Publishing - 0.4%
Lamar Advertising Cl. A ^a	51,000		1,585,590
SinoMedia Holding	1,417,500		434,609
ValueClick ^a	145,000		1,467,400

			3,487,599

Commercial Services - 8.5%
^†Anhanguera Educacional Participacoes ^a	120,000		1,705,260
Animal Health International ^a	17,000		40,800
Brink’s Company (The)	65,600		1,596,704
ChinaCast Education ^a,c	13,000		98,280
^†Cintas Corporation	69,000		1,797,450
Convergys Corporation ^a	121,000		1,300,750
Copart ^a	131,100		4,802,193
Corinthian Colleges ^a	237,900		3,275,883
CRA International ^a	47,087		1,254,868
Diamond Management & Technology
Consultants	80,400		592,548
Epure International	50,000		25,845
Forrester Research ^a	40,300		1,045,785
Gartner ^a	213,000		3,842,520
Global Sources ^a,c	12,536		78,350
Hackett Group ^a	655,000		1,820,900
Hewitt Associates Cl. A ^a	126,720		5,355,187
ITT Educational Services ^a	17,000		1,631,320
Landauer	75,500		4,635,700
Manpower	65,600		3,580,448
ManTech International Cl. A ^a	35,400		1,709,112
MAXIMUS	124,900		6,245,000
Michael Page International	310,000		1,879,568
Monster Worldwide ^a	47,800		831,720
MPS Group ^a	423,500		5,818,890
Ritchie Bros. Auctioneers	337,700		7,574,611
Robert Half International	80,000		2,138,400
Sotheby’s	334,400		7,517,312
Spherion Corporation ^a	62,800		352,936

			72,548,340

Engineering and Construction - 1.2%
Desarrolladora Homex ADR ^a,c	14,100		474,042
Integrated Electrical Services ^a	355,400		2,079,090
Jacobs Engineering Group ^a	6,400		240,704
KBR	180,000		3,420,000
NVR ^a	5,000		3,553,550

			9,767,386

	SHARES	VALUE
Industrial Services (continued)
Food, Tobacco and Agriculture - 0.9%
Agria Corporation ADR ^a,c	25,000	$	78,250
Alico	27,000		768,420
American Italian Pasta Cl. A ^a,c	31,500		1,095,885
Chaoda Modern Agriculture	308,872		328,544
China Green (Holdings)	782,000		740,201
Genting Plantations	50,000		90,835
Hanfeng Evergreen ^a	32,700		231,059
^†Intrepid Potash ^a,c	69,927		2,039,771
MGP Ingredients ^a,c	127,400		974,610
Origin Agritech ^a,c	97,500		1,147,575
Zhongpin ^a	12,000		187,320

			7,682,470

Industrial Distribution - 0.8%
Lawson Products	161,431		2,849,257
MSC Industrial Direct Cl. A	83,900		3,943,300

			6,792,557

Transportation and Logistics - 4.7%
Alexander & Baldwin	60,000		2,053,800
C. H. Robinson Worldwide	60,000		3,523,800
Forward Air	269,750		6,757,237
Frozen Food Express Industries	286,635		945,895
Hub Group Cl. A ^a	174,400		4,679,152
^†Kirby Corporation ^a	85,500		2,977,965
Landstar System	145,400		5,637,158
Patriot Transportation Holding ^a	70,986		6,705,338
Tidewater	36,000		1,726,200
Universal Truckload Services	129,576		2,345,326
UTI Worldwide	175,000		2,506,000

			39,857,871

Total (Cost $100,567,008)			140,136,223


Natural Resources – 10.5%
Energy Services - 5.8%
Cal Dive International ^a	50,000		378,000
CARBO Ceramics	83,700		5,705,829
Core Laboratories	10,000		1,181,200
Ensign Energy Services	225,100		3,228,474
Exterran Holdings ^a,c	103,600		2,222,220
Helmerich & Payne	53,700		2,141,556
ION Geophysical ^a	361,500		2,140,080
Jutal Offshore Oil Services ^a	120,000		17,497
Lufkin Industries	31,000		2,269,200
Major Drilling Group International	158,200		4,351,880
^†Oil States International ^a	191,000		7,504,390
Pason Systems	169,800		1,891,447
RPC	25,000		260,000
SEACOR Holdings ^a	101,300		7,724,125
^†ShawCor Cl. A	76,000		2,132,811
TETRA Technologies ^a,c	68,000		753,440
Trican Well Service	99,900		1,343,017
Unit Corporation ^a	46,000		1,955,000
Willbros Group ^a	103,800		1,751,106

			48,951,272

24 | 2009 Annual Report to Stockholders

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

December 31, 2009

	SHARES	VALUE
Natural Resources (continued)
Oil and Gas - 0.8%
Bill Barrett ^a	50,000	$	1,555,500
Cimarex Energy	95,490		5,058,105

			6,613,605

Precious Metals and Mining - 2.4%
^†Aquarius Platinum ^a	250,000		1,610,300
Cliffs Natural Resources	23,500		1,083,115
Etruscan Resources ^a	745,900		306,676
Gammon Gold ^a	198,300		2,183,283
Hecla Mining ^a,c	528,600		3,266,748
Hochschild Mining	300,000		1,634,172
IAMGOLD Corporation	135,620		2,121,097
Kimber Resources ^a,c	560,000		722,400
New Gold ^a,c	510,000		1,856,400
Northam Platinum	350,000		2,262,379
Northgate Minerals ^a	140,000		431,200
NovaGold Resources ^a,c	70,000		429,100
Pan American Silver ^a	41,000		976,210
Royal Gold	34,400		1,620,240
Zhaojin Mining Industry	15,000		29,586

			20,532,906

Real Estate - 1.3%
Avatar Holdings ^a,c	50,000		850,500
Consolidated-Tomoka Land	13,564		473,926
PICO Holdings ^a	106,100		3,472,653
St. Joe Company (The) ^a,c	43,000		1,242,270
Tejon Ranch ^a,c	163,102		4,765,840

			10,805,189

Other Natural Resources - 0.2%
^†China Forestry Holdings ^a	5,946,000		1,679,488
Hidili Industry International Development ^a	175,000		217,739

			1,897,227

Total (Cost $60,420,261)			88,800,199


Technology – 19.2%
Aerospace and Defense - 1.6%
AerCap Holdings ^a,c	45,000		407,700
Ducommun	117,200		2,192,812
^†FLIR Systems ^a	75,000		2,454,000
HEICO Corporation	107,700		4,774,341
HEICO Corporation Cl. A	63,100		2,269,076
Hexcel Corporation ^a	47,500		616,550
^†Moog Cl. A ^a	25,000		730,750

			13,445,229

Components and Systems - 5.0%
AAC Acoustic Technologies Holdings	110,700		182,948
Analogic Corporation	40,135		1,545,599
Belden	57,800		1,266,976
Benchmark Electronics ^a	165,200		3,123,932
Checkpoint Systems ^a	56,060		854,915
China Digital TV Holding Company ADR	20,000		121,800
China Security & Surveillance Technology ^a,c	6,000		45,840

	SHARES	VALUE
Technology (continued)
Components and Systems (continued)
Diebold	151,600	$	4,313,020
Dionex Corporation ^a	52,900		3,907,723
Electronics for Imaging ^a,c	8,517		110,806
Energy Conversion Devices ^a,c	84,500		893,165
Intermec ^a	23,000		295,780
Newport Corporation ^a	483,500		4,443,365
Perceptron ^a	357,700		1,148,217
Plexus Corporation ^a	215,700		6,147,450
Richardson Electronics	520,712		3,056,579
Technitrol	261,200		1,144,056
Teradata Corporation ^a	97,000		3,048,710
Vaisala Cl. A	108,500		3,902,380
VTech Holdings	66,050		631,427
Western Digital ^a	4,500		198,675
Zebra Technologies Cl. A ^a	76,525		2,170,249

			42,553,612

Distribution - 1.0%
Agilysys	165,125		1,502,637
Anixter International ^a	61,795		2,910,545
Avnet ^a	8,000		241,280
China 3C Group ^a	6,600		3,300
Tech Data ^a	86,500		4,036,090

			8,693,852

Internet Software and Services - 0.2%
NetEase.com ADR ^a,c	3,500		131,635
Perficient ^a	10,000		84,300
RealNetworks ^a	245,400		910,434

			1,126,369

IT Services - 2.3%
AsiaInfo Holdings ^a,c	9,900		301,653
Black Box	42,300		1,198,782
Sapient Corporation ^a,c	756,602		6,257,099
SRA International Cl. A ^a	248,800		4,752,080
Syntel	122,379		4,654,073
Total System Services	106,000		1,830,620
Yucheng Technologies ^a	20,840		177,765

			19,172,072

Semiconductors and Equipment - 3.3%
ASM Pacific Technology	18,000		169,189
BE Semiconductor Industries ^a,c	58,000		214,600
Brooks Automation ^a	5,152		44,204
Cognex Corporation	236,200		4,185,464
Coherent ^a,c	215,500		6,406,815
Diodes ^a	252,450		5,162,603
EVS Broadcast Equipment	12,000		764,878
Exar Corporation ^a	157,576		1,120,365
Himax Technologies ADR	80,500		222,985
Image Sensing Systems ^a	8,310		96,396
International Rectifier ^a	120,000		2,654,400
Intevac ^a	57,450		658,952
Power Integrations	49,000		1,781,640
TTM Technologies ^a	221,400		2,552,742
Vimicro International ADR ^a	270,000		1,314,900

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

2009 Annual Report to Stockholders | 25

Royce Value Trust

December 31, 2009

Schedule of Investments

	SHARES	VALUE
Technology (continued)
Semiconductors and Equipment (continued)
Virage Logic ^a	158,100	$	869,550

			28,219,683

Software - 3.9%
ACI Worldwide ^a	201,150		3,449,723
Activision Blizzard ^a	21,000		233,310
Advent Software ^a,c	130,300		5,307,119
ANSYS ^a	100,000		4,346,000
Aspen Technology ^a	42,100		412,580
^†ATA ADR ^a,c	47,100		207,240
^†Aveva Group	85,000		1,381,541
Avid Technology ^a	186,000		2,373,360
Blackbaud	36,890		871,711
Epicor Software ^a	79,900		608,838
Fair Isaac	54,500		1,161,395
JDA Software Group ^a	99,900		2,544,453
Majesco Entertainment ^a,c	36,255		41,693
National Instruments	167,900		4,944,655
Net 1 UEPS Technologies ^a,c	50,000		971,000
Novell ^a	50,000		207,500
^†Parametric Technology ^a,c	59,300		968,962
PLATO Learning ^a	149,642		652,439
^†Rosetta Stone ^a,c	2,000		35,900
Sybase ^a	57,600		2,499,840
THQ ^a	20,000		100,800

			33,320,059

Telecommunications - 1.9%
Adaptec ^a	1,568,800		5,255,480
ADTRAN	65,000		1,465,750
^†Citic 1616 Holdings	6,216,500		2,097,165
^†Comtech Telecommunications ^a	73,500		2,576,175
Globecomm Systems ^a	233,700		1,827,534
LiveWire Mobile ^a,c	38,000		89,300
Sonus Networks ^a,c	554,000		1,168,940
Sycamore Networks	22,100		462,111
Tandberg	30,000		854,605
Zhone Technologies ^a,c	1,120,000		458,752

			16,255,812

Total (Cost $150,756,881)			162,786,688

	SHARES	VALUE
Miscellaneous ^e – 4.9%
Total (Cost $36,654,318)		$	41,713,439


TOTAL COMMON STOCKS
(Cost $826,766,306)			996,407,315


PREFERRED STOCK – 0.2%
Seneca Foods Conv. ^a,b
(Cost $1,279,250)	85,000		1,826,055


REPURCHASE AGREEMENT – 8.2%
State Street Bank & Trust Company,0.005% dated 12/31/09, due 1/4/10, maturity value $70,008,039 (collateralized by obligations of various U.S. Government Agencies, 4.25%-7.125% due 6/15/10-8/15/10, valued at $71,760,372)
(Cost $70,008,000)			70,008,000


COLLATERAL RECEIVED FOR SECURITIES LOANED – 3.7%
Money Market Funds
Federated Government Obligations Fund
(7 day yield-0.0582%)
(Cost $31,105,857)			31,105,857


TOTAL INVESTMENTS – 129.4%
(Cost $929,159,413)			1,099,347,227

LIABILITIES LESS CASH
AND OTHER ASSETS – (3.5)%			(29,570,479	)

PREFERRED STOCK – (25.9)%			(220,000,000	)


NET ASSETS APPLICABLE TO COMMON
STOCKHOLDERS – 100.0%		$	849,776,748


^†		New additions in 2009.
^a		Non-income producing.
^b		Securities for which market quotations are not readily available represent 0.2% of net assets. These securities have been valued at their fair value under procedures established by the Fund’s Board of Directors.
^c		All or a portion of these securities were on loan at December 31, 2009. Total market value of loaned securities at December 31, 2009 was $30,123,697.
^d		At December 31, 2009, the Fund owned 5% or more of the Company’s outstanding voting securities thereby making the Company an Affiliated Company as that term is defined in the Investment Company Act of 1940. See notes to financial statements.
^e		Includes securities first acquired in 2009 and less than 1% of net assets applicable to Common Stockholders.

		Bold indicates the Fund’s 20 largest equity holdings in terms of December 31, 2009 market value.

		TAX INFORMATION: The cost of total investments for Federal income tax purposes was $926,083,767. At December 31, 2009, net unrealized appreciation for all securities was $173,263,460, consisting of aggregate gross unrealized appreciation of $293,893,010 and aggregate gross unrealized depreciation of $120,629,550. The primary difference between book and tax basis cost is the timing of the recognition of partnership income and losses on securities sold.

26 | 2009 Annual Report to Stockholders

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

Royce Value Trust	December 31, 2009

Statement of Assets and Liabilities

ASSETS:
Investments at value (including collateral on loaned securities)*
Non-Affiliated Companies (cost $853,413,097)	$	1,027,255,979
Affiliated Companies (cost $5,738,316)		2,083,248

Total investments at value		1,029,339,227
Repurchase agreements (at cost and value)		70,008,000
Cash and foreign currency		66,516
Receivable for investments sold		1,088,683
Receivable for dividends and interest		1,003,734
Prepaid expenses and other assets		239,282

Total Assets		1,101,745,442

LIABILITIES:
Payable for collateral on loaned securities		31,105,857
Payable for investments purchased		333,631
Preferred dividends accrued but not yet declared		288,448
Accrued expenses		240,758

Total Liabilities		31,968,694

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	$	849,776,748

ANALYSIS OF NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Common Stock paid-in capital - $0.001 par value per share; 66,023,310 shares outstanding (150,000,000 shares authorized)	$	783,354,589
Undistributed net investment income (loss)		2,135,911
Accumulated net realized gain (loss) on investments and foreign currency		(105,611,604	)
Net unrealized appreciation (depreciation) on investments and foreign currency		170,186,301
Preferred dividends accrued but not yet declared		(288,449	)

Net Assets applicable to Common Stockholders (net asset value per share - $12.87)	$	849,776,748

*Investments at identified cost (including $31,105,857 of collateral on loaned securities)	$	859,151,413
Market value of loaned securities		30,123,697

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

2009 Annual Report to Stockholders | 27

Royce Value Trust	Year Ended December 31, 2009

Statement of Operations

INVESTMENT INCOME:
Income:
Dividends*
Non-Affiliated Companies	$	11,685,155
Affiliated Companies		145,452
Interest		83,779
Securities lending		306,349

Total income		12,220,735

Expenses:
Investment advisory fees		–
Stockholder reports		414,110
Custody and transfer agent fees		208,085
Administrative and office facilities		132,707
Directors’ fees		99,153
Professional fees		80,762
Other expenses		146,225

Total expenses		1,081,042

Net investment income (loss)		11,139,693

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain (loss):
Investments in Non-Affiliated Companies		(78,760,748	)
Investments in Affiliated Companies		(2,488,607	)
Foreign currency transactions		31,207
Net change in unrealized appreciation (depreciation):
Investments and foreign currency translations		340,202,736
Other assets and liabilities denominated in foreign currency		2,071

Net realized and unrealized gain (loss) on investments and foreign currency		258,986,659

NET INCREASE (DECREASE) IN NET ASSETS FROM INVESTMENT OPERATIONS		270,126,352

DISTRIBUTIONS TO PREFERRED STOCKHOLDERS		(12,980,000	)

NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS
FROM INVESTMENT OPERATIONS	$	257,146,352
* Net of foreign withholding tax of $340,052.

28 | 2009 Annual Report to Stockholders

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

Royce Value Trust

Statement of Changes in Net Assets

	Year ended			Year ended
	12/31/09			12/31/08
INVESTMENT OPERATIONS:
Net investment income (loss)	$	11,139,693		$	8,857,568
Net realized gain (loss) on investments and foreign currency		(81,218,148	)		41,802,074
Net change in unrealized appreciation (depreciation) on investments and foreign currency		340,204,807			(567,740,312	)

Net increase (decrease) in net assets from investment operations		270,126,352			(517,080,670	)

DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net investment income		(11,909,351	)		(621,668	)
Net realized gain on investments and foreign currency		–			(12,358,332	)
Return of capital		(1,070,649	)		–

Total distributions to Preferred Stockholders		(12,980,000	)		(12,980,000	)

NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS
FROM INVESTMENT OPERATIONS		257,146,352			(530,060,670	)

DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net investment income		–			(3,638,680	)
Net realized gain on investments and foreign currency		–			(72,334,389	)
Return of capital		(20,600,435	)		(29,418,267	)

Total distributions to Common Stockholders		(20,600,435	)		(105,391,336	)

CAPITAL STOCK TRANSACTIONS:
Reinvestment of distributions to Common Stockholders		9,996,769			54,016,743

Total capital stock transactions		9,996,769			54,016,743

NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS		246,542,686			(581,435,263	)

NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Beginning of year		603,234,062			1,184,669,325

End of year (including undistributed net investment income (loss) of $2,135,911 at 12/31/09 and $3,331,228 at 12/31/08)	$	849,776,748		$	603,234,062

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

2009 Annual Report to Stockholders | 29

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.

	Years ended December 31,

	2009			2008			2007			2006			2005

NET ASSET VALUE, BEGINNING OF PERIOD	$	9.37		$	19.74		$	20.62		$	18.87		$	18.95

INVESTMENT OPERATIONS:
Net investment income (loss)		0.17			0.14			0.09			0.13			0.01
Net realized and unrealized gain (loss) on investments and foreign currency		3.87			(8.50	)		1.13			3.63			1.75

Total investment operations		4.04			(8.36	)		1.22			3.76			1.76

DISTRIBUTIONS TO PREFERRED STOCKHOLDERS:
Net investment income		(0.18	)		(0.01	)		(0.01	)		(0.02	)		–
Net realized gain on investments and foreign currency		–			(0.20	)		(0.21	)		(0.21	)		(0.24	)
Return of capital		(0.02	)		–			–			–			–

Total distributions to Preferred Stockholders		(0.20	)		(0.21	)		(0.22	)		(0.23	)		(0.24	)

NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON
STOCKHOLDERS FROM INVESTMENT OPERATIONS		3.84			(8.57	)		1.00			3.53			1.52

DISTRIBUTIONS TO COMMON STOCKHOLDERS:
Net investment income		–			(0.06	)		(0.09	)		(0.14	)		–
Net realized gain on investments and foreign currency		–			(1.18	)		(1.76	)		(1.64	)		(1.61	)
Return of capital		(0.32	)		(0.48	)		–			–			–

Total distributions to Common Stockholders		(0.32	)		(1.72	)		(1.85	)		(1.78	)		(1.61	)

CAPITAL STOCK TRANSACTIONS:
Effect of reinvestment of distributions by Common Stockholders		(0.02	)		(0.08	)		(0.03	)		(0.00	)		0.01

Total capital stock transactions		(0.02	)		(0.08	)		(0.03	)		(0.00	)		0.01

NET ASSET VALUE, END OF PERIOD	$	12.87		$	9.37		$	19.74		$	20.62		$	18.87

MARKET VALUE, END OF PERIOD	$	10.79		$	8.39		$	18.58		$	22.21		$	20.08

TOTAL RETURN (a):
Market Value		35.39	%		(48.27	)%		(8.21	)%		20.96	%		6.95	%
Net Asset Value		44.59	%		(45.62	)%		5.04	%		19.50	%		8.41	%
RATIOS BASED ON AVERAGE NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:
Total expenses (b,c)		0.16	%		1.39	%		1.38	%		1.29	%		1.49	%
Management fee expense (d)		0.00	%		1.27	%		1.29	%		1.20	%		1.37	%
Other operating expenses		0.16	%		0.12	%		0.09	%		0.09	%		0.12	%
Net investment income (loss)		1.66	%		0.94	%		0.43	%		0.62	%		0.03	%
SUPPLEMENTAL DATA:
Net Assets Applicable to Common Stockholders,
End of Period (in thousands)	$	849,777		$	603,234		$	1,184,669		$	1,180,428		$	1,032,120
Liquidation Value of Preferred Stock,
End of Period (in thousands)	$	220,000		$	220,000		$	220,000		$	220,000		$	220,000
Portfolio Turnover Rate		31	%		25	%		26	%		21	%		31	%
PREFERRED STOCK:
Total shares outstanding		8,800,000			8,800,000			8,800,000			8,800,000			8,800,000
Asset coverage per share	$	121.57		$	93.55		$	159.62		$	159.14		$	142.29
Liquidation preference per share	$	25.00		$	25.00		$	25.00		$	25.00		$	25.00
Average month-end market value per share	$	23.18		$	22.51		$	23.68		$	23.95		$	24.75

(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 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 0.12%, 1.13%, 1.17%, 1.08% and 1.22% for the years ended December 31, 2009, 2008, 2007, 2006 and 2005, respectively.
(c)	Expense ratios based on average net assets applicable to Common Stockholders before waiver of fees and after earnings credits would have been 0.16%, 1.39%, 1.38%, 1.29% and 1.49% for the years ended December 31, 2009, 2008, 2007, 2006 and 2005, respectively.
(d)	The management fee is calculated based on average net assets over a rolling 60-month basis, while the above ratios of management fee expenses are based on the average net assets applicable to Common Stockholders over a 12-month basis.

30 | 2009 Annual Report to Stockholders

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

Royce Value Trust

Notes to Financial Statements

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 evaluation of subsequent events through February 23, 2010, the issuance date of the financial statements, and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.
     Under the Fund’s organizational documents, the officers and directors are indemnified against certain liabilities that may arise out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

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

	Various inputs are used in determining the value of the Fund’s investments, as noted above. These inputs are summarized in the three broad levels below:
	Level 1 –	quoted prices in active markets for identical securities
	Level 2 –	other significant observable inputs (including quoted prices for similar securities, foreign securities that may be fair valued and repurchase agreements)
	Level 3 –	significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)
	The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following is a summary of the inputs used to value the Fund’s investments as of December 31, 2009:

	Level 1		Level 2		Level 3		Total

Common stocks	$	823,769,244	$	172,422,529	$	215,542	$	996,407,315
Preferred stocks		–		–		1,826,055		1,826,055
Cash equivalents		31,105,857		70,008,000		–		101,113,857

Level 3 Reconciliation:
									Realized and
	Balance as of								Unrealized			Balance as of
	12/31/08		Purchases		Transfers In		Sales		Gain (Loss)⁽¹⁾			12/31/09

Common stocks	$	39,967	$	2,098	$	494,351	$	88,292	$	(232,582	)	$	215,542
Preferred stocks		1,599,615		–		–		–		226,440			1,826,055

⁽¹⁾

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

2009 Annual Report to Stockholders | 31

Royce Value Trust

Notes to Financial Statements (continued)

Repurchase Agreements:

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

Foreign Currency:

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

Securities Lending:

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

Taxes:

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

Distributions:

Effective May 18, 2009, the Fund pays any dividends and capital gain distributions annually in December on the Fund’s Common Stock. Prior to that date, the Fund paid quarterly distributions on the Fund’s Common Stock 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 accrued daily and paid quarterly and distributions to Common Stockholders are recorded on ex-dividend date. Distributable capital gains and/or net investment income are first allocated to Preferred Stockholder distributions, with any excess allocable to Common Stockholders. If capital gains and/or net investment income are allocated to both Preferred and Common Stockholders, the tax character of such allocations is proportional. To the extent that distributions are not paid from long-term capital gains, net investment income or net short-term capital gains, they will represent a return of capital. Distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. Permanent book and tax differences relating to stockholder distributions will result in reclassifications within the capital accounts. Undistributed net investment income may include temporary book and tax basis differences, which will reverse in a subsequent period. Any taxable income or gain remaining undistributed at fiscal year end is distributed in the following year.

Investment Transactions and Related Investment Income:

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

Expenses:

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

Compensating Balance Credits:

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

32 | 2009 Annual Report to Stockholders

Royce Value Trust

Notes to Financial Statements (continued)

Capital Stock:

The Fund issued 1,646,914 and 4,367,983 shares of Common Stock as reinvestment of distributions by Common Stockholders for the years ended December 31, 2009 and 2008, respectively.

At December 31, 2009, 8,800,000 shares of 5.90% Cumulative Preferred Stock were outstanding. The Fund, at its option, may redeem the Cumulative Preferred Stock, in whole or in part, at the redemption price. The Cumulative Preferred Stock is classified outside of permanent equity (net assets applicable to Common Stockholders) in the accompanying financial statements in accordance with accounting for redeemable equity instruments, that requires preferred securities that are redeemable for cash or other assets to be classified outside of permanent equity to the extent that the redemption is at a fixed or determinable price and at the option of the holder or upon the occurrence of an event that is not solely within the control of the issuer.

The Fund is required to meet certain asset coverage tests with respect to the Cumulative Preferred Stock as required by the 1940 Act. In addition, pursuant to the Rating Agency Guidelines established by Moody’s, the Fund is required to maintain a certain discounted asset coverage. If the Fund fails to meet these requirements and does not correct such failure, the Fund may be required to redeem, in part or in full, the Cumulative Preferred Stock at a redemption price of $25.00 per share, plus an amount equal to the accumulated and unpaid dividends, whether or not declared on such shares, in order to meet these requirements. Additionally, failure to meet the foregoing asset coverage requirements could restrict the Fund's ability to pay dividends to Common Stockholders and could lead to sales of portfolio securities at inopportune times. The Fund has met these requirements since issuing the Cumulative Preferred Stock.

Investment Advisory Agreement:

As compensation for its services under the Investment Advisory Agreement, Royce receives a fee comprised of a Basic Fee (“Basic Fee”) and an adjustment to the Basic Fee based on the investment performance of the Fund in relation to the investment record of the S&P SmallCap 600 Index (“S&P 600”).

The Basic Fee is a monthly fee equal to 1/12 of 1% (1% on an annualized basis) of the average of the Fund’s month-end net assets applicable to Common Stockholders, plus the liquidation value of Preferred Stock, for the rolling 60-month period ending with such month (the “performance period”). The Basic Fee for each month is increased or decreased at the rate of 1/12 of .05% for each percentage point that the investment performance of the Fund exceeds, or is exceeded by, the percentage change in the investment record of the S&P 600 for the performance period by more than two percentage points. The performance period for each such month is a rolling 60-month period ending with such month. The maximum increase or decrease in the Basic Fee for any month may not exceed 1/12 of .5%. Accordingly, for each month, the maximum monthly fee rate as adjusted for performance is 1/12 of 1.5% and is payable if the investment performance of the Fund exceeds the percentage change in the investment record of the S&P 600 by 12 or more percentage points for the performance period, and the minimum monthly fee rate as adjusted for performance is 1/12 of .5% and is payable if the percentage change in the investment record of the S&P 600 exceeds the investment performance of the Fund by 12 or more percentage points for the performance period.

Notwithstanding the foregoing, Royce is not entitled to receive any fee for any month when the investment performance of the Fund for the rolling 36-month period ending with such month is negative. In the event that the Fund’s investment performance for such a performance period is less than zero, Royce will not be required to refund to the Fund any fee earned in respect of any prior performance period.

Royce has voluntarily committed to waive the portion of its investment advisory fee attributable to an issue of the Fund’s Preferred Stock for any month in which the Fund’s average annual NAV total return since issuance of the Preferred Stock fails to exceed the applicable Preferred Stock’s dividend rate.

For each of the twelve rolling 36-month periods ended December 31, 2009, the Fund had negative investment performance and, accordingly, paid no advisory fee.

Purchases and Sales of Investment Securities:

For the year ended December 31, 2009, the cost of purchases and proceeds from sales of investment securities, other than short-term securities and collateral received for securities loaned, amounted to $248,581,541 and $291,550,287, respectively.

Distributions to Stockholders:
	The tax character of distributions paid to common stockholders during 2009 and 2008 was as follows:

	Distributions paid from:	2009		2008
	Ordinary income		–	$	4,477,547
	Long-term capital gain		–		71,495,522
	Return of capital	$	20,600,435		29,418,267

		$	20,600,435