The Royce Funds

Through April 30, 2014 to the extent necessary to maintain the net direct annual operating expense ratio for:

• Royce Global Dividend Value Fund Service Class at or below 1.69%
• Royce International Premier Fund Service Class at or below 1.69%
• Royce Special Equity Multi-Cap Fund Service Class at or below 1.39%
• Royce International Micro-Cap Fund Service Class at or below 1.69%

Through April 30, 2015 to the extent necessary to maintain the net direct annual operating expense ratio for Royce Special Equity Multi-Cap Fund Investment Class at or below 1.24%.

• Royce Enterprise Select Fund Investment Class at or below 1.24%
• Royce Global Select Long/Short Fund Investment Class at or below 1.49%
• Royce Opportunity Select Fund Investment Class at or below 1.24%
• Royce Select Fund II Investment Class at or below 1.49%
• Royce Special Equity Multi-Cap Fund Investment Class at or below 1.24%

Through April 30, 2021 to the extent necessary to maintain the net direct annual operating expense ratio at or below 1.99% for:

• Royce 100 Fund R Class
• Royce European Smaller-Companies Fund Service Class
• Royce Global Dividend Value Fund Service Class
• Royce International Micro-Cap Fund Service Class
• Royce International Premier Fund Service Class
• Royce International Smaller-Companies Fund Service Class
• Royce Micro-Cap Discovery Fund Service Class
• Royce Opportunity Fund R Class
• Royce Partners Fund Service Class
• Royce Value Plus Fund R Class

¹ Performance prior to the date of commencement of certain Fund's Investment Class shares (Royce 100 Fund - 3/15/2007, Royce Low-Priced Stock Fund - 3/15/2007, Royce Heritage Fund - 3/15/2007, Royce Value Fund - 3/15/2007, Royce Value Plus Fund - 3/15/2007, Royce Dividend Value Fund - 9/14/2007 and Royce Global Value Fund - 9/1/10) reflects Service Class results; Service Class shares (Royce Pennsylvania Mutual - 11/08/05, Royce Micro-Cap - 8/30/02, Royce Opportunity - 5/22/00, Royce Premier - 9/3/02, Royce Special Equity - 5/1/03, Royce Total Return - 1/3/02) reflects Investment Class results; Consultant Class shares (Royce Pennsylvania Mutual - 6/17/97, Royce Micro-Cap - 5/1/98, Royce Total Return - 10/16/01, Royce Heritage - 12/7/01, Royce Premier - 6/2/03, Royce Special Equity - 6/2/03, Royce Value - 3/30/06, Royce Value Plus - 3/30/06 and Royce Global Value Fund - 5/1/11) reflects Investment/Service Class results; Institutional Class shares (Royce Opportunity Fund - 12/12/01, Royce Premier Fund - 9/17/02, Royce Special Equity Fund - 7/25/03, Royce Total Return Fund - 3/4/03, Royce Value Fund - 6/1/06, Royce Value Plus Fund - 5/10/06 and Royce Low-Priced Stock Fund - 1/3/06) reflects Investment/Service Class results. Service Class shares bear an annual distribution expense that is not borne by Investment Class shares. Consultant Class have higher expenses than Investment/Service Class shares. If the Service Class's annual distribution expense had been reflected, total returns prior to the Service Class's inception would have been lower. If the Consultant Class's annual distribution expense had been reflected, total returns prior to the Consultant Class's inception would have been lower.

² MTD and QTD results are not annualized. YTD and since inception results for periods of less than one year are not annualized.

Investments in securities of micro-cap, small-cap and/or mid-cap companies may involve considerably more risk than investments in securities of larger-cap companies. (see "Primary Risks for Fund Investors" in the respective Prospectus .) Please read the prospectus carefully before investing or sending money.

Russell Investment Group is the source and owner of the trademarks, service marks and copyrights related to the Russell Indexes. Russell® is a trademark of Russell Investment Group. The Russell 2000 is an unmanaged, capitalization-weighted index of domestic small-cap stocks. It measures the performance of the 2,000 smallest publicly traded U.S. companies in the Russell 3000 index. The Russell 1000 is an unmanaged, capitalization-weighted index of domestic large-cap stocks. It measures the performance of the 1,000 largest publicly traded U.S. companies in the Russell 3000 index. The S&P 500 is an index of U.S. large-cap stocks selected by Standard & Poor's based on market size, liquidity and industry grouping, among other factors. The Russell Midcap Index measures the performance of the mid-cap segment of the U.S. equity universe. It includes approximately 800 of the smallest securities in the Russell 1000 index. The Russell 2500 is an unmanaged, capitalization-weighted index of the 2,500 smallest publicly traded U.S. companies in the Russell 3000 index. The Russell 2500 index represents the smallest 2,500 companies in the Russell 3000 index. The returns for the Russell-Financial Sector represent those of the financial services companies within the Russell 2500 index. The Russell Microcap Index includes 1,000 of the smallest securities in the small-cap Russell 2000 Index, along with the next smallest eligible securities as determined by Russell. The Russell Europe Small Cap Index is an unmanaged, capitalization-weighted index of European small-cap stocks. Index returns include net reinvested dividends and/or interest income. The Russell Global Small Cap Index is an unmanaged, capitalization-weighted index of global small-cap stocks. Index returns include net reinvested dividends and/or interest income. The Russell Global ex-U.S. Small Cap Index is an unmanaged, capitalization-weighted index of global small-cap stocks, excluding the United States. Index returns include net reinvested dividends and/or interest income. The performance of an index does not represent exactly any particular investment, as you cannot invest directly in an index.

* For Pennsylvania Mutual, the average annual total return shown is for the 40-year period ended as of the date shown above rather than since the Fund's inception.