Royce & Associates, LLC letterhead] December 31, 2009Royce Capital Fund • April 22nd, 2010
Reference is made to the Investment Advisory Agreement dated October 1, 2001 (the “Agreement”) by and between Royce Capital Fund (the “Fund”) on behalf of Royce Capital Fund – Small-Cap Portfolio (the “Series”) and Royce & Associates, LLC (the “Adviser”).
