ROYCE FUND
N-30D, 1996-07-03
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    ROYCE GIFTSHARES FUND
    Schedule of Investments at June 30, 1996 (Unaudited)
    
    COMMON STOCKS- 85.7%
                                                                 Value
         Shares                                                 (Note 1)
    
    CONSUMER DURABLES- 12.9%
         2,000     Aldila, Inc.*                              $8,375
           400     Bassett Furniture Industries, Incorporated 10,700
           500     Ethan Allen Interiors Inc.                 12,375
           600     Juno Lighting, Inc.                        10,200
           900     Justin Industries, Inc.                    11,813
         1,500     Lifetime Hoan Corporation*                 16,125
         1,000     Mity-Lite, Inc.*                            7,750
                                                              77,338
    
    CONSUMER STAPLES- 2.1%
         1,000     Midwest Grain Products, Inc.*              13,000
    
    FINANCIAL- 19.0%
           500     The Commerce Group, Inc.                   10,437
           500     Arthur J. Gallagher & Co.                  16,000
           500     Nobel Insurance Limited                     5,812
         1,300     Pennsylvania Manufacturers Corporation     22,100
         1,000     Phoenix Duff & Phelps Corporation           7,500
         1,000     Piper Jaffray Companies Inc.               12,500
         1,500     Willis Corroon Group plc+                  17,813
           800     Zenith National Insurance Corp.            21,900
                                                             114,062
    
    HEALTH- 3.0%
         1,000     HAEMONETICS CORPORATION*                   18,250
    
    INDUSTRIAL CYCLICALS- 19.3%
           600     P. H. Glatfelter Company                   11,025
           500     Kaydon Corporation                         21,500
           300     Kimball International, Inc. (Class B)       8,288
           800     Lilly Industries, Inc. (Class A)           13,600
           400     The Lincoln Electric Company (Class A)     12,100
         1,000     Oregon Steel Mills, Inc.                   13,750
           800     Simpson Manufacturing Co., Inc.*           16,000
           100     Tecumseh Products Company (Class A)         5,375
           500     Unifi, Inc.                                14,062
                                                             115,700
    
    
    The accompanying notes are an integral part of the financial statements.
<PAGE>    
    ROYCE GIFTSHARES FUND
    Schedule of Investments at June 30, 1996 (Unaudited)
    
    COMMON STOCKS- 85.7%
    
    RETAIL- 7.9%
         1,200     CATHERINES STORES CORPORATION*             11,850
         1,000     The Dress Barn, Inc.*                      10,500
         1,000     Family Dollar Stores, Inc.                 17,375
           700     Mikasa, Inc.*                               7,700
                                                              47,425
    
    SERVICES- 16.2%
           700     Arnold Industries, Inc.                     9,975
         1,000     Dimon Inc.*                                18,500
           200     Marshall Industries*                        5,600
         1,000     New England Business Service, Inc.         19,500
         1,200     Sotheby's Holdings, Inc. (Class A)         17,400
         1,500     Vallen Corporation*                        26,250
                                                              97,225
    
    TECHNOLOGY- 5.3%
           400     BGS Systems, Inc.                          15,600
           300     Exar Corporation*                           3,900
           700     Scitex Corporation Limited                 12,075
                                                              31,575
    
                   TOTAL INVESTMENTS- 85.7%
                     (Cost $474,856)                         514,575
    
                   CASH AND OTHER ASSETS
                     LESS LIABILITIES- 14.3%                  85,993
    
                   NET ASSETS- 100.0%                       $600,568
    
    *Non-income producing.
    +American Depository Receipt
    
    Income Tax Information- The cost for federal income tax purposes was
$474,856.  At June 30, 1996, net unrealized appreciation for all securities
amounted to $39,719, consisting of aggregate gross unrealized appreciation of
$48,736 and aggregate gross unrealized depreciation of $9,017.
    
    The accompanying notes are an integral part of the financial statements.
<PAGE>
  ROYCE GIFTSHARES FUND 
  Statement of Assets and Liabilities at June 30, 1996(unaudited)      

  Assets:
  Investments at value (identified cost $474,856)                     $514,575
  Cash                                                                  74,481
  Deferred organizational expenses                                      15,843
  Dividend receivable                                                      824
     Total Assets                                                      605,723

  Liabilities:
  Accrued expenses                                                       5,155
     Total Liabilities                                                   5,155
     Net Assets                                                       $600,568

  Analysis of Net Assets:
  Net investment loss                                                   (2,113)
  Net realized capital gain                                             36,917
  Net unrealized appreciation on investments                            39,719
  Shares of beneficial interest                                              4
  Additional paid-in capital                                           526,041
     Net Assets                                                       $600,568

  Pricing of Shares:
  Net asset value, offering and redemption price per share
     ($600,568 \ 104,536 shares outstanding)                             $5.75





  Statements of Changes in Net Assets


                                                      Six months   Period ended
                                                    ended June 30  December 31
                                                         1996          1995
                                                      (unaudited)    (Note 1)
  From Investment Operations:
     Net investment income                              ($2,113)             -
     Net realized gain on investments                    36,917              -
     Net unrealized appreciation on investments          38,880           $839
     Increase in net assets resulting from operations    73,684            839
  From Capital Share Transactions:
     Increase in net assets from capital share 
     transactions                                        25,045        500,000
  Increase in Net Assets                                 98,729        500,839
  Net Assets:
     Beginning of period                                501,839          1,000
   
     End of period                                     $600,568       $501,839
      
                                                             
























  The accompanying notes are an integral part of the financial statements.
<PAGE>
  ROYCE GIFTSHARES FUND 
  Statement of Operations at June 30(unaudited)                    

  INVESTMENT INCOME:
  Dividend income                                                       $3,082

  Expenses
     Investment management fee                                          $3,368
     Custody and transfer agent fees                                     6,260
     Audit and legal fees                                                3,500
     State registration and filing fees                                  2,500
     Organizational expenses                                             1,751
     Miscellaneous                                                       1,460
     Administrative services and office facilities                         128

        Expenses before reimbursement and waiver by investment adviser  18,967

        Fee waived by investment adviser                                (3,368)

        Expense reimbursement by investment adviser                    (10,404)

        Total expenses                                                   5,195

        Net investment loss                                             (2,113)

  REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
  Net realized gain on investments                                      36,917
  Net unrealized appreciation on investments                            38,880
  Net realized and unrealized gain on investments                       75,797

  NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                 $73,684


  Financial Highlights
     This table is presented to show selected data for a share outstanding
 throughout each period, and to assist shareholders in evaluating the Fund's
 performance.

                                                     Six months    Period ended
                                                        ended      December 31,
                                                     June 30, 1996    1995
                                                     (unaudited)    (Note 1)

  Net Asset Value, Beginning of Period                    $5.01      $5.00
  Income From Investment Operations:
     Net investment loss (a)                              (0.02)      0.00
     Net realized and unrealized gain on investments       0.76       0.01
        Total from investment operations                   0.74       0.01
  Dividends and distributions:
     Net investment income                                 0.00       0.00
     Net realized gain                                     0.00       0.00
        Total Distributions                                0.00       0.00
  Net Asset Value, End of Period                          $5.75      $5.01

  Total Return                                             14.8%       0.2%











  Ratios/Supplemental Data:
  Net Assets, End of Period                            $600,568   $501,839
  Ratio of Expenses to Average Net Assets (b)              1.93%*     0.70%*
  Ratio of Net Investment Income to Average Net Assets    -0.78%*        0%*
  Portfolio Turnover Rate                                    18%         0%

  *  Annualized.

  (a)Net investment income is shown after reimbursement and waiver by the
  investment adviser.  Absent such reimbursement and waiver, net investment
  income would have been ($0.15) per share for the six months ended June 30,
  1996.

  (b)Expenses are shown after reimbursement and waiver by the investment
  adviser.  Absent such reimbursement and waiver, expense ratios would have
  been 7.04% and 1.95% for the six months ended June 30, 1996 and for the
  period from inception to December 31, 1995, respectively.

  The accompanying notes are an integral part of the financial statements.
<PAGE>    
ROYCE GIFTSHARES FUND
Notes to Financial Statements (Unaudited)                         
                                 
1.  Summary of Significant Accounting Policies:

     Royce GiftShares (the "Fund"), a series of The Royce Fund (the
"Trust"), is a diversified open-end management investment company. 
The Trust, originally established as a business trust under the
laws of Massachusetts, converted to a Delaware business trust at
the close of business on June 28, 1996.  The Fund commenced
operations on December 27, 1995.

     The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of income and expenses during the reporting
period.  Actual results could differ from those estimates.
     
a.  Valuation of investments: 

     Securities listed on an exchange or on the Nasdaq National
Market System are valued on the basis of the last reported sale
prior to the time the valuation is made or, if no sale is reported
for such day, at their bid price for exchange-listed securities and
at the average of their bid and asked prices for Nasdaq securities. 
Quotations are taken from the market where the security is
primarily traded.  Other over-the-counter securities for which
market quotations are readily available are valued at their bid
price.  Securities for which market quotations are not readily
available are valued at their fair value under procedures
established and supervised by the Board of Trustees.  Bonds and
other fixed income securities may be valued by reference to other
securities with comparable ratings, interest rates and maturities,
using established independent pricing services.

b.   Investment transactions and related investment income:

     Investment transactions are accounted for on the trade date
and dividend income is recorded on the ex-dividend date.  Interest
income is recorded on the accrual basis.  Realized gains and losses
from investment transactions and unrealized appreciation and
depreciation of investments are determined on the basis of
identified cost for book and tax purposes.

c.   Taxes:

       The Fund intends to continue to qualify as a qualified
regulated investment company under Subchapter M of the Internal
Revenue Code and is not subject to income taxes to the extent that
it distributes substantially all of its taxable income for its
fiscal year.  The schedule of investments includes information
regarding income taxes under the caption "Income Tax 
Information".



<PAGE>
ROYCE GIFTSHARES FUND
Notes to Financial Statements (Unaudited) (continued)             
                             
     
d.   Distributions to shareholders:

     Any dividend and capital gain distributions are recorded on
the ex-dividend date and paid annually in December.  These
distributions are determined in accordance with income tax
regulations which may differ from generally accepted accounting
principles.  Permanent book and tax basis differences relating to
shareholder distributions will result in reclassifications to paid-
in capital and may affect net investment income per share. 
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 at fiscal year end is
distributed in the following year.

e.   Repurchase agreements:

     The Fund may enter into repurchase agreements with respect to
its portfolio securities solely with State Street Bank and Trust
Company ("SSB&T"), the custodian of its assets.  The Fund restricts
repurchase agreements to maturities of no more than seven days. 
Securities pledged as collateral for repurchase agreements are held
by SSB&T until maturity of the repurchase agreements.  Repurchase
agreements could involve certain risks in the event of default or
insolvency of SSB&T, including possible delays or restrictions upon
the ability of the Fund to dispose of the underlying securities.

f.   Organizational expenses:

     Costs incurred by the Fund in connection with its organization
and initial registration of shares of approximately $17,500 have
been deferred and are being amortized on a straight line basis over
a five-year period from the date of commencement of operations.

2.   Investment Adviser:

     Under its investment advisory agreement with Quest Advisory
Corp. ("Quest"), Quest voluntarily waived total advisory fees of
$3,368 for the six months ended June 30, 1996.  The agreement
provides for fees equal to 1.25% per annum of the Fund's average
total net assets.  Such fees are computed daily and are payable
monthly to Quest. 

3.   Fund Shares:   

     The Board of Trustees has authority to issue an unlimited
number of shares of beneficial interest of the Fund, with a par
value of $.001.  Share transactions were as follows:

    
                                                      For the period 
                        Six Months Ended          December 27, 1995 through
                         June 30, 1996             December 31, 1995 (Note 1)
                         Shares  Amount            Shares      Amount
    Sold............      4,340  $25,070           100,000    $500,000
    Issued as reinvested
 dividends and distributions  0        0                 0           0
    Redeemed........         (4)     (25)                0           0
 
<PAGE>
ROYCE GIFTSHARES FUND
Notes to Financial Statements (Unaudited) (continued)             
                             


4.   Purchases and Sales of Securities:

     For the six months ended June 30, 1996, the cost of purchases
and proceeds from sales of investment securities, other than short-
term securities, amounted to $327,651 and $65,201, respectively.  



    At the Special Meeting of Shareholders held on June 26, 1996, Trust
shareholders approved a conversion of the Trust to a Delaware business trust,
elected trustees and ratified the Board's selection of the Trust's
independent public accountants.
    
    
      Proposals/                 Votes      Votes     Votes Cast    Votes
    Name of Trustee             Cast For   Withheld     Against    Abstained
    Convert the Trust to a 
    Delaware Business Trust    37,472,360     N/A        845,090   3,121,147
    
    Ratification of independent
    public accounts            51,370,026     N/A        442,499   2,816,187
    
    Charles M. Royce           52,309,497  2,319,215      N/A         N/A
    Thomas R. Ebright          52,314,207  2,314,505      N/A         N/A
    Hubert L. Cafritz          52,219,769  2,408,943      N/A         N/A
    Richard M.Galkin           52,305,456  2,323,256      N/A         N/A
    Stephen L. Isaacs          52,258,406  2,370,306      N/A         N/A
    William L. Koke            52,300,723  2,327,989      N/A         N/A
    David L. Meister           52,282,477  2,346,235      N/A         N/A
<PAGE> 
[ARTICLE] 6
[CIK] 0000709364
[NAME] ROYCE GIFTSHARES FUND
<TABLE>
<S>                             <C>
[PERIOD-TYPE]                   6-MOS
[FISCAL-YEAR-END]                          DEC-31-1996
[PERIOD-END]                               JUN-30-1996
[INVESTMENTS-AT-COST]                           474856
[INVESTMENTS-AT-VALUE]                          514575
[RECEIVABLES]                                      824
[ASSETS-OTHER]                                   90324
[OTHER-ITEMS-ASSETS]                                 0
[TOTAL-ASSETS]                                  605723
[PAYABLE-FOR-SECURITIES]                             0
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                         5155
[TOTAL-LIABILITIES]                               5155
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                        526041
[SHARES-COMMON-STOCK]                                4
[SHARES-COMMON-PRIOR]                                0
[ACCUMULATED-NII-CURRENT]                       (2113)
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                          36917
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                         39719
[NET-ASSETS]                                    600568
[DIVIDEND-INCOME]                                 3082
[INTEREST-INCOME]                                    0
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                    5195
[NET-INVESTMENT-INCOME]                         (2113)
[REALIZED-GAINS-CURRENT]                         36917
[APPREC-INCREASE-CURRENT]                        38880
[NET-CHANGE-FROM-OPS]                            73684
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                            0
[DISTRIBUTIONS-OF-GAINS]                             0
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                          25070
[NUMBER-OF-SHARES-REDEEMED]                         25
[SHARES-REINVESTED]                                  0
[NET-CHANGE-IN-ASSETS]                           98729
[ACCUMULATED-NII-PRIOR]                              0
[ACCUMULATED-GAINS-PRIOR]                            0
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                             3368
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                                  18967
[AVERAGE-NET-ASSETS]                            541834
[PER-SHARE-NAV-BEGIN]                             5.01
[PER-SHARE-NII]                                  (.02)
[PER-SHARE-GAIN-APPREC]                            .76
[PER-SHARE-DIVIDEND]                                 0
[PER-SHARE-DISTRIBUTIONS]                            0
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                               5.75
[EXPENSE-RATIO]                                   1.93
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0
</TABLE>





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