SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
AMENDMENT NO. 1
Royce Value Trust, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Maryland 13-3356097
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(State of Incorporation or Organization) (I.R.S. Employer
Identification No.)
1414 Avenue of the Americas
New York, New York 10019
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(Address of principal executive offices) (Zip Code)
If this Form relates to the If this Form relates to the
registration of a class of debt registration of a class of debt
securities and is effective upon securities and is to become
filing pursuant to General effective simultaneously with
the Instruction A(c)(1) please check effectiveness of a concurrent
the following box. /_/ registration statement under the
Securities Act of 1933 pursuant
to General Instruction A(c)(2)
please check the following box.
/_/
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
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7.30% Tax-Advantaged New York Stock Exchange
Cumulative Preferred Stock
Securities to be registered pursuant to Section 12(g) of the Act:
None.
Item 1. Description of Registrant's Securities to be Registered.
The section captioned "Description of Cumulative Preferred Stock" in the
Registrant's form of Preliminary Prospectus filed as a part of Pre-Effective
Amendment No. 1 to the Registrant's Registration Statement on Form N-2 (No.
333-51295), filed with the Securities and Exchange Commission (the "Commission")
on April 29, 1998, is incorporated herein by reference.
Item 2. Exhibits.
The following exhibits have been filed with the Commission:
(1) Form of Certificate for Common Stock.(a)
(2) Portions of the Articles of Incorporation, as amended, of the
Registrant defining the rights of holders of Common Stock.(b)
(3) Form of Certificate for 7.30% Tax-Advantaged Cumulative Preferred
Stock (the "Cumulative Preferred Stock").(c)
(4) Portions of the form of Articles Supplementary defining the
rights of holders of Cumulative Preferred Stock.(c)
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(a) Incorporated by reference to Exhibit 4 to the Registrant's
Registration Statement on Form N-2 (File No. 811-4875) filed with the
Commission on October 15, 1986.
(b) Incorporated by reference to Exhibit 1 to the Registrant's
Registration Statement on Form N-2 (File No. 33-9514) filed with the
Commission on October 15, 1986, Exhibit 77Q(a) to the Registrant's
Semi-Annual Report on Form N-SAR for the six-months ended June 30,
1988, and Exhibit (1)(C) to Amendment No. 4 to the Registrant's
Registration Statement on Form N-2 (File No. 33-29748) filed with the
Commission on August 14, 1989.
(c) Incorporated by reference to Exhibit (d) to the Registrant's
Registration Statement on Form N-2 (File No. 333-51295) filed with the
Commission on April 29, 1998.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant has duly caused this Registration Statement to be signed
on its behalf by the undersigned, thereto duly authorized.
ROYCE VALUE TRUST, INC.
Date: May 26, 1998 By: /s/ John E. Denneen
Secretary
