UNITED
STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C.
20549

FORM 10-Q

|    |                                                                                        
|--- | ---------------------------------------------------------------------------------------
|[X] | QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
OF 1934

FOR THE QUARTER ENDED JUNE 30, 2005.

|    |                                                                                         
|--- | ----------------------------------------------------------------------------------------
|[ ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

COMMISSION FILE NUMBER: 0-50398

TECHNOLOGY INVESTMENT CAPITAL CORP. (Exact name
of registrant as specified in its
charter)

MARYLAND

20-0188736(State
or other jurisdiction ofincorporation or
organization)

(I.R.S. Employer Identification
No.)


8 SOUND SHORE DRIVE, SUITE
255 GREENWICH, CONNECTICUT 06830 (Address of principal
executive office)

(203) 983-5275
(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months and (2)
has been subject to such filing requirements for the past 90
days.   Yes   [X]    No   [ ].

Indicate by check mark whether the registrant is an
accelerated filer (as defined in Rule 12b-2 of the Exchange
Act).   Yes   [X]    No   [ ].

Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date. The number of shares of the issuer's Common Stock, $0.01
par value, outstanding as of August 5, 2005 was
13,392,304.

---

TECHNOLOGY INVESTMENT
CAPITAL CORP.

TABLE OF
CONTENTS

PART
I.

FINANCIAL
INFORMATION

3Item
1.

Financial Statements
(Unaudited)

3Balance Sheets as of
June 30, 2005 and December 31,
2004

3Schedule of Investments as
of June 30, 2005

4Statements of
Operations for the three months and six months ended June 30, 2005
and 2004

7Statements of
Stockholders' Equity for the six months ended June 30, 2005
and 2004

8Statements of Cash Flows
for the six months ended June 30, 2005 and
2004

9Notes to Financial
Statements

10Item
2.

Management's Discussion and Analysis of Financial
Condition and Results of
Operations

15Overview

15Critical
Accounting Policies

18Results of
Operations

19Liquidity and Capital
Resources

21Recent
Developments

21Risk
Factors

22Item 3.

Quantitative and
Qualitative Disclosures About Market
Risk

31Item 4.

Controls and
Procedures

32PART II.

OTHER
INFORMATION

33Item 1.

Legal
Proceedings

33Item 2.

Unregistered
Sales of Equity Securities and Use of
Proceeds

33Item 3.

Defaults Upon
Senior Securities

33Item
4.

Submission of Matters to a Vote of Security
Holders

33Item 5.

Other
Information

33Item
6.

Exhibits

33SIGNATURES


2

---

PART I—FINANCIAL INFORMATION

ITEM 1.    FINANCIAL STATEMENTS (UNAUDITED)

TECHNOLOGY INVESTMENT CAPITAL CORP. BALANCE SHEETS AS OF JUNE 30,
		2005 AND DECEMBER 31, 2004

ASSETS

June 30, 2005
			 
			 December 31, 2004(Unaudited)
			 
			 (Audited)ASSETSInvestments, at fair value (cost:
				$146,930,982 @ 6/30/05; $82,124,730 @ 12/31/04)
			 
			 $
			 146,930,982
			 
			 
			 $
			 82,124,730Cash and cash equivalents
			 
			 
			 50,200,654
			 
			 
			 
			 57,317,398Cash and cash equivalents pledged to
				creditors
			 
			 
			 19,991,000
			 
			 
			 
			 0Interest receivable – debt
				investments
			 
			 
			 1,047,195
			 
			 
			 
			 489,431Interest receivable – cash and
				cash equivalents
			 
			 
			 7,614
			 
			 
			 
			 7,538Prepaid expenses
			 
			 
			 73,845
			 
			 
			 
			 102,696Other assets
			 
			 
			 298,109
			 
			 
			 
			 460,666TOTAL ASSETS
			 
			 $
			 218,549,399
			 
			 
			 $
			 140,502,459


LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIESAccrued expenses
			 
			 $
			 1,382,052
			 
			 
			 $
			 940,922Accrued offering expenses
			 
			 
			 0
			 
			 
			 
			 300,000Repurchase agreement
			 
			 
			 19,592,453
			 
			 
			 
			 0Securities purchased not settled
			 
			 
			 13,500,000
			 
			 
			 
			 0Total Liabilities
			 
			 
			 34,474,505
			 
			 
			 
			 1,240,922STOCKHOLDERS' EQUITYCommon stock, $0.01 par value,
				100,000,000 shares authorized, and 13,392,304 and 10,157,848 issued and
				outstanding, respectively
			 
			 
			 133,923
			 
			 
			 
			 101,578Capital in excess of par value
			 
			 
			 182,618,330
			 
			 
			 
			 139,410,302Accumulated net investment income
				(loss)
			 
			 
			 1,322,641
			 
			 
			 
			 (250,343
			 )Total Stockholders' Equity
			 
			 
			 184,074,894
			 
			 
			 
			 139,261,537TOTAL LIABILITIES AND STOCKHOLDERS'
				EQUITY
			 
			 $
			 218,549,399
			 
			 
			 $
			 140,502,459Net asset value per common share
			 
			 $
			 13.74
			 
			 
			 $
			 13.71


SEE ACCOMPANYING NOTES.

3

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TECHNOLOGY INVESTMENT CAPITAL CORP. SCHEDULE OF INVESTMENTSJUNE
		30, 2005 (UNAUDITED)

COMPANY(1)
			 
			 INDUSTRY
			 
			 INVESTMENT
			 
			 AMOUNT
			 
			 COST
			 
			 FAIR VALUE(2)Questia Media, Inc.
			 
			 digital media
			 
			 senior secured notes(3)(4)(12.0%, due
				Jan. 28, 2009)
			 
			 $
			 10,028,639
			 
			 
			 $
			 10,028,639
			 
			 
			 $
			 10,028,639MortgageIT, Inc.
			 
			 financial services
			 
			 senior secured notes(10.0%, due March
				29, 2007)
			 
			 
			 15,000,000
			 
			 
			 
			 15,000,000
			 
			 
			 
			 15,000,000AdvancedAestheticsInstitute
			 
			 medical services
			 
			 senior secured notes
				(5)     (12.0%, due March 31, 2009)warrants to
				purchase     common stock (9)
			 
			 
			 10,000,000
			 
			 
			 
			 10,000,000—

			 
			 
			 
			 10,000,000—The EnduranceInternationalGroup,
				Inc.
			 
			 webhosting
			 
			 senior secured notes
				(4)(5)(6)     (10.0%, due July 23,
				2009)convertible preferred stock (9)
			 
			 
			 13,000,000
			 
			 
			 
			 12,693,295345,000
			 
			 
			 
			 12,693,295345,000DirectRevenue, LLC
			 
			 internet advertising
			 
			 senior secured notes
				(6)(7)     (12.0%, due Aug. 19, 2007)warrants
				to purchase
			 
			 
			 4,420,000
			 
			 
			 
			 4,306,418
			 
			 
			 
			 4,306,418common units (9)
			 
			 
			 
			 
			 
			 
			 240,000
			 
			 
			 
			 240,000Avue Technologies Corp.
			 
			 software
			 
			 warrants to purchasecommon units
				(9)
			 
			 
			 
			 
			 
			 
			 13,000
			 
			 
			 
			 13,000TrenStar Inc.
			 
			 logistics technology
			 
			 senior secured notes (3)(5)(10.5%,
				due Sept. 1, 2009)
			 
			 
			 16,217,137
			 
			 
			 
			 16,217,137
			 
			 
			 
			 16,217,137warrants to purchaseconvertible
				preferredstock (9)
			 
			 
			 
			 
			 
			 
			 —
			 
			 
			 
			 —3001, Inc.
			 
			 geospatial imaging
			 
			 senior unsecured notes (5)(10.0%, due
				Oct. 1, 2010)
			 
			 
			 10,000,000
			 
			 
			 
			 10,000,000
			 
			 
			 
			 10,000,000preferred stock (8)(9)
			 
			 
			 
			 
			 
			 
			 2,000,000
			 
			 
			 
			 2,000,000common stock (8)(9)
			 
			 
			 
			 
			 
			 
			 1,000,000
			 
			 
			 
			 1,000,000eXact Advertising, LLC
			 
			 internet advertising
			 
			 senior secured notes(4)(5)(6)(10.11%,
				due Nov. 24, 2009)
			 
			 
			 10,000,000
			 
			 
			 
			 9,664,834
			 
			 
			 
			 9,664,834warrants to purchasecommon units (9)
			 
			 
			 
			 
			 
			 
			 396,000
			 
			 
			 
			 396,000


(Continued on next
		page)

SEE ACCOMPANYING NOTES.

4

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TECHNOLOGY INVESTMENT CAPITAL CORP. SCHEDULE OF INVESTMENTS,
		Continued JUNE 30, 2005 (UNAUDITED)

COMPANY(1)
			 
			 INDUSTRY
			 
			 INVESTMENT
			 
			 AMOUNT
			 
			 COST
			 
			 FAIR VALUE(2)Segovia, Inc.
			 
			 satellitecommunications
			 
			 senior secured notes
				(5)(6)     (10.0%, due Feb. 8, 2010)warrants
				to purchase
			 
			 $
			 15,000,000
			 
			 
			 $
			 14,760,356
			 
			 
			 $
			 14,760,356common stock (9)
			 
			 
			 
			 
			 
			 
			 260,000
			 
			 
			 
			 260,000WHITTMANHART,
				Inc.
			 
			 IT consulting
			 
			 senior secured notes
				(4)(5)     (10.25%, due March 23,
				2010)warrants to purchase
			 
			 
			 5,000,000
			 
			 
			 
			 5,000,000
			 
			 
			 
			 5,000,000common stock (9)
			 
			 
			 
			 
			 
			 
			 —
			 
			 
			 
			 —preferred stock (9)warrants to
				purchase
			 
			 
			 
			 
			 
			 
			 476,000
			 
			 
			 
			 476,000preferred stock (9)
			 
			 
			 
			 
			 
			 
			 24,000
			 
			 
			 
			 24,000CrystalTech Web Hosting,
				Inc.
			 
			 webhosting
			 
			 senior secured
				notes(5)(12.0%, due March 28, 2010)
			 
			 
			 8,000,000
			 
			 
			 
			 8,000,000
			 
			 
			 
			 8,000,000Falcon Communications
			 
			 satellite communications
			 
			 senior unsecured notes(5)(10.0%, due
				March 31, 2011)
			 
			 
			 6,000,000
			 
			 
			 
			 6,000,000
			 
			 
			 
			 6,000,000common stock (9)
			 
			 
			 
			 
			 
			 
			 2,000,000
			 
			 
			 
			 2,000,000Climax Group, Inc.
			 
			 software
			 
			 senior secured notes(5)(6)
				     (11.0%, due April 30, 2008)warrants to
				purchase common
			 
			 
			 5,000,000
			 
			 
			 
			 4,906,303
			 
			 
			 
			 4,906,303stock(9)
			 
			 
			 
			 
			 
			 
			 100,000
			 
			 
			 
			 100,000Willow CSN Incorporated
			 
			 virtual workforce services
			 
			 senior secured notes(5)
				     (10.5%, due June 30, 2010)
			 
			 
			 13,500,000
			 
			 
			 
			 13,300,000
			 
			 
			 
			 13,300,000warrants to purchase preferred
				stock(9)
			 
			 
			 
			 
			 
			 
			 200,000
			 
			 
			 
			 200,000Total investments
			 
			 
			 
			 
			 
			 
			 
			 
			 
			 $
			 146,930,982
			 
			 
			 $
			 146,930,982


(Continued on next
		page)

SEE ACCOMPANYING NOTES.

5

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TECHNOLOGY INVESTMENT CAPITAL CORP. SCHEDULE OF INVESTMENTS,
		Continued JUNE 30, 2005 (UNAUDITED)

|
|
|
|

|    |                                                                                                                                                                                                                                                                                                                                                                                                          
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | We
			 do not "control" and are not an "affiliate" of any of our portfolio companies,
			 each as defined in the Investment Company Act of 1940 (the "1940 Act"). In
			 general, under the 1940 Act, we would "control" a portfolio company if we owned
			 25% or more of its voting securities and would be an "affiliate" of a portfolio
			 company if we owned 5% or more of its voting securities.

|    |                                                                                         
|--- | ----------------------------------------------------------------------------------------
|(2) | Fair
			 value is determined in good faith by the Board of Directors of the
			 Company.

|    |                                                  
|--- | -------------------------------------------------
|(3) | Investment
			 includes payment-in-kind interest.

|    |                                                                                                                                    
|--- | -----------------------------------------------------------------------------------------------------------------------------------
|(4) | Transaction
			 also includes a commitment for additional notes and warrants upon satisfaction
			 of certain specified conditions.

|    |                                           
|--- | ------------------------------------------
|(5) | Notes
			 bear interest at variable rates.

|    |                                                                      
|--- | ---------------------------------------------------------------------
|(6) | Cost
			 and fair value reflect accretion of original issue discount.

|    |                                                        
|--- | -------------------------------------------------------
|(7) | Cost
			 and fair value reflect repayment of principal.

|    |                                                                                                                  
|--- | -----------------------------------------------------------------------------------------------------------------
|(8) | Preferred
			 stock and common stock held by limited liability company, in which we own
			 membership interests.

|    |                                                     
|--- | ----------------------------------------------------
|(9) | Non-income
			 producing at the relevant period end.

|     |                                                                                                                                                                                                                                                                                   
|---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(10) | As
			 a percentage of net assets at June 30, 2005, investments at fair value are
			 categorized as follows: senior secured notes (67.3%), senior unsecured notes
			 (8.7%), preferred stock (1.5%), common stock (1.6%), and warrants to purchase
			 equity securities (0.7%).

|     |                                                                                                        
|---- | -------------------------------------------------------------------------------------------------------
|(11) | For
			 tax purposes, the cost basis of the portfolio investments at June 30, 2005 is
			 $146,930,982.

SEE ACCOMPANYING NOTES.

6

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TECHNOLOGY INVESTMENT
CAPITAL CORP. STATEMENTS OF OPERATIONS FOR THE THREE MONTHS
AND SIX MONTHS ENDED JUNE 30, 2005 AND 2004
(UNAUDITED)

Three
Months EndedJune 30, 2005

Three Months
EndedJune 30, 2004

Six MonthsEndedJune 30,
2005

Six MonthsEndedJune 30,
2004INVESTMENT
INCOMEInterest
income — debt
investments

$
3,662,922


$
926,142


$
6,857,434


$
1,103,139Interest
income — cash and cash
equivalents


290,003



237,316



635,115



523,506Other
income


766,064



80,000



1,456,269



530,000Total
Investment
Income


4,718,989



1,243,458



8,948,818



2,156,645EXPENSESSalaries
and
benefits


102,341



51,800



191,451



98,138Investment
advisory
fees


934,839



689,767



1,734,483



1,378,949Professional
fees


221,500



117,588



629,858



201,894Insurance


25,232



20,020



50,000



40,040Directors'
fees


32,250



38,250



64,500



70,500Transfer
agent and custodian
fees


15,686



20,481



48,336



41,787General
and
administrative


96,589



30,493



134,228



95,875Total
Expenses


1,428,437



968,399



2,852,856



1,927,183NET
INVESTMENT
INCOME

$
3,290,552


$
275,059


$
6,095,962


$
229,462NET
INCREASE IN STOCKHOLDERS' EQUITY RESULTING
FROMOPERATIONS

$
3,290,552


$
275,059


$
6,095,962


$
229,462Net
increase in stockholders' equity resulting from operations per
common
share:Basic
and
Diluted

$
0.25


$
0.03


$
0.47


$
0.02Weighted
average shares of common stock
outstanding:Basic
and
Diluted


13,324,188



10,044,459



12,886,140



10,022,279


SEE
ACCOMPANYING NOTES.

7

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TECHNOLOGY INVESTMENT CAPITAL CORP.
STATEMENTS OF STOCKHOLDERS' EQUITYFOR THE SIX MONTHS ENDED
JUNE 30, 2005 AND 2004
(UNAUDITED)

Common
Stock

Capital in Excess of Par
Value

Accumulated Net Investment Income
(Loss)

Total Stockholders'
EquityShares

AmountBalance
at December 31,
2003


10,000,100


$
100,001


$
138,189,832


$
(320,206
)

$
137,969,627Net
increase in stockholders' equity resulting from
operations


—



—



—



229,462



229,462Shares
issued in connection with dividend
reinvestment


92,612



926



1,312,197



—



1,313,123Dividends
declared


—



—



—



(2,105,066
)


(2,105,066
)Balance
at June 30,
2004


10,092,712


$
100,927


$
139,502,029


$
(2,195,810
)

$
137,407,146Balance
at December 31,
2004


10,157,848



101,578



139,410,302



(250,343
)


139,261,537Net
increase in stockholders' equity resulting from
operations


—



—



—



6,095,962



6,095,962Shares
issued in rights offering (net of offering expenses of
$2,234,872)


3,115,666



31,157



41,443,649



—



41,474,806Shares
issued in connection with dividend
reinvestment


118,790



1,188



1,764,379



—



1,765,567Dividends
declared


—



—



—



(4,522,978
)


(4,522,978
)Balance
at June 30,
2005


13,392,304


$
133,923


$
182,618,330


$
1,322,641


$
184,074,894


SEE
ACCOMPANYING NOTES.

8

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TECHNOLOGY INVESTMENT CAPITAL CORP.
STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2005
AND
2004(UNAUDITED)

Six
Months EndedJune 30, 2005

Six Months EndedJune 30,
2004CASH FLOWS FROM OPERATING
ACTIVITIESNet increase in
stockholders' equity resulting from
operations

$
6,095,962


$
229,462Adjustments
to reconcile net increase in stockholders' equity resulting from
operations to net cash provided by (used in) operating
activities:Increase in
investments due to PIK
interest


(1,929,728
)


(411,566
)Increase
in interest
receivable


(557,840
)


(674,582
)Decrease
in prepaid
expenses


28,851



26,789Decrease
in other
assets


162,557



0Amortization
of
discounts


(173,166
)


0Increase
in accrued expenses and other
liabilities


141,130



523,085Net
Cash Provided By (Used In) Operating
Activities


3,767,766



(306,812
)CASH
FLOWS FROM INVESTING
ACTIVITIESPurchases of
investments


(67,503,358
)


(33,000,000
)Repayments
of
principal


18,300,000



0Net
Cash Used in Investing
Activities


(49,203,358
)


(33,000,000
)CASH
FLOWS FROM FINANCING
ACTIVITIESNet proceeds
from the issuance of common
stock


43,709,678



0Offering
expenses from the issuance of common
stock


(2,234,872
)


0Amount
borrowed under repurchase
agreement


19,592,453



0Dividends
paid


(2,757,411
)


(791,943
)Net
Cash Provided By (Used In) Financing
Activities


58,309,848



(791,943
)NET
INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS


12,874,256



(34,098,755
)CASH
AND CASH EQUIVALENTS, BEGINNING OF
PERIOD


57,317,398



138,228,765CASH
AND CASH EQUIVALENTS, END OF
PERIOD

$
70,191,654


$
104,130,010NON-CASH
FINANCING
ACTIVITIESShares
issued in connection with dividend reinvestment
plan

$
1,765,567


$
1,313,123SUPPLEMENTAL
DISCLOSURES:Portfolio
investment purchased on June 30, 2005 and settled July 1,
2005

$
13,500,000



—


SEE
ACCOMPANYING NOTES.

9

---

TECHNOLOGY
INVESTMENT CAPITAL CORP. NOTES TO FINANCIAL STATEMENTS JUNE
30, 2005 (UNAUDITED)

NOTE 1.    UNAUDITED INTERIM
FINANCIAL STATEMENTS

Interim financial statements of Technology
Investment Capital Corp. ("TICC" or the
"Company") are prepared in accordance with
generally accepted accounting principles
("GAAP") for interim financial information
and pursuant to the requirements for reporting on Form 10-Q and Article
10 of Regulation S-X. Accordingly, certain disclosures accompanying
annual financial statements prepared in accordance with GAAP are
omitted. In the opinion of management, all adjustments, consisting
solely of normal recurring accruals, necessary for the fair
presentation of financial statements for the interim periods have been
included. The current period's results of operations are not
necessarily indicative of results that may be achieved for the year.
The interim financial statements and notes thereto should be read in
conjunction with the financial statements and notes thereto included in
the Company's Form 10-K for the year ended December 31, 2004, as
filed with the Securities and Exchange Commission.

NOTE
2.    ORGANIZATION

TICC was incorporated under the General
Corporation Laws of the State of Maryland on July  21, 2003. The
Company has elected to be treated as a business development company
under the Investment Company Act of 1940, as amended (the
"1940 Act"). In addition, the Company has
elected to be treated for tax purposes as a regulated investment
company ("RIC") under the Internal Revenue
Code of 1986, as amended (the
"Code"").
The Company's investment objective is to maximize its
portfolio's total return, principally by investing in the debt
and/or equity securities of technology-related companies.

TICC's investment activities are managed by Technology
Investment Management, LLC ("TIM"), a
registered investment adviser under the Investment Advisers Act of
1940, as amended. BDC Partners, LLC ("BDC
Partners") is the managing member of TIM and serves as the
administrator of TICC.

NOTE 3.    INVESTMENT VALUATION

The Company carries its investments at fair value, as determined in
good faith by the Board of Directors. Securities that are publicly
traded would be valued at the closing price on the valuation date. Debt
and equity securities that are not publicly traded are valued at fair
value as determined in good faith by the Board of Directors. Beginning
in March 2004, the Company engaged an independent valuation firm,
Houlihan Lokey Howard & Zukin ("HLHZ"),
to perform independent valuations of its investments. On April 27,
2005, upon the recommendation of the Company's Valuation
Committee, the Board of Directors approved a change in the
Company's valuation process, whereby management of the Company,
rather than HLHZ, will prepare valuations for any portfolio investments
that, when combined with all other investments in the same portfolio
company, have a fair value as of the previous quarter of less than $2
million.

Pursuant to this revised valuation process, management,
rather than HLHZ, prepared a valuation for the Board's review
regarding the Company's portfolio investments in Avue
Technologies Corp. for the three months ended June 30, 2005. The Board
of Directors uses the recommended valuations as prepared by HLHZ and
management, respectively, as a component of the foundation for its
final fair value determination. In making such determination, the Board
of Directors values non-convertible debt securities at cost plus
amortized original issue discount, plus payment-in-kind
("PIK") interest, if any, unless adverse
factors lead to a determination of a lesser valuation. Due to the
uncertainty inherent in the valuation process, such estimates of fair
value may differ significantly from the values that would have resulted
had a readily available market for the securities existed, and the
differences could be material. Additionally, changes in the market
environment and other events that may occur

10

---

over the life of the investments may cause
the gains or losses ultimately realized on these investments to be
different than the gains or losses implied by the valuation currently
assigned to such investments.

NOTE 4.    EARNINGS PER
SHARE

The following table sets forth the computation of basic
and diluted net increase in stockholders' equity resulting from
operations per share for the three months and six months ended June 30,
2005 and 2004,
respectively:

Three
Months EndedJune 30, 2005(Unaudited)

Three
Months EndedJune 30, 2004(Unaudited)

Six
Months EndedJune 30, 2005(Unaudited)

Six
Months EndedJune 30,
2004(Unaudited)Numerator for basic and diluted
income per share – net increase in stockholders' equity
resulting from
operations

$
3,290,552


$
275,059


$
6,095,962


$
229,462Denominator
for basic and diluted income per share – weighted average
shares


13,324,188



10,044,459



12,886,140



10,022,279Basic
and diluted net increase in stockholders' equity resulting from
operations per common
share

$
0.25


$
0.03


$
0.47


$
0.02


NOTE
5.    RELATED PARTY TRANSACTIONS

The Company's
investment activities are managed by its investment adviser, TIM,
pursuant to an investment advisory agreement. TIM is owned by BDC
Partners, its managing member, and Royce & Associates, LLC
("Royce & Associates"). Jonathan H.
Cohen, our chief executive officer, and Saul B. Rosenthal, our
president and chief operating officer, are the members of BDC Partners,
and Charles M. Royce, our non-executive chairman, is the president of
Royce & Associates. Under the investment advisory agreement, we
have agreed to pay TIM an annual base fee calculated on gross assets,
and an incentive fee based upon our performance. Under an
administration agreement, we have agreed to pay or reimburse BDC
Partners, as administrator, for certain expenses incurred in operating
the Company. For the three months ended June 30, 2005 and 2004,
respectively, TICC incurred investment advisory fees of $934,839 and
$689,767; for the six months ended June 30, 2005 and 2004,
respectively, TICC incurred investment advisory fees of $1,734,483, and
$1,378,949, of which $940,962 and $690,215 remained payable to TIM at
June 30, 2005 and 2004, respectively. There were no incentive advisory
fees earned from inception through June 30, 2005. Pursuant to the terms
of its administration agreement with BDC Partners, for the three months
ended June 30, 2005 and 2004, respectively, TICC incurred $102,341 and
$51,800 in compensation expenses for employees allocated to the
administrative activities of TICC; for the six months ended June 30,
2005 and 2004, respectively, TICC incurred $191,451, and $98,138 in
such expenses, of which $18,660 and $9,893 remained payable to BDC
Partners at June 30, 2005 and 2004, respectively. TICC also incurred
facility costs of $11,946 and $4,054 for the three months ended June
30, 2005 and 2004, respectively; for the six months ended June 30, 2005
and 2004, TICC incurred $23,565 and $5,909, respectively, for such
costs, of which $172 and $0 remained payable to BDC Partners at June
30, 2005 and 2004, respectively.

NOTE 6.    DIVIDENDS

The Company intends to continue to operate so as to qualify to be
taxed as a RIC under the Code and, as such, would not be subject to
federal income tax on the portion of its taxable income and gains
distributed to stockholders. To qualify as a RIC, the Company is
required, among other requirements, to distribute at least 90%
of its investment company taxable income, as defined by the Code. The
amount to be paid out as a dividend is determined by the Board of
Directors each quarter and is based upon the annual earnings estimated
by the management of the Company. To the extent the Company's
earnings fall below the amount of dividends declared, however, a
portion of the total amount of the Company's dividends for the
fiscal year may be deemed a return of capital for tax purposes to the
Company's stockholders.

11

---

On June 30, 2005, the Company paid a
dividend of $0.20 per share with respect to the second quarter of 2005.
On July 27, 2005, the Board of Directors declared a cash dividend of
$0.25 per share for the third quarter of 2005, payable on September 30,
2005 to shareholders of record as of September  10, 2005.

The Company has a dividend reinvestment plan under which all
distributions are paid to stockholders in the form of additional shares
unless a stockholder elects to receive cash.

NOTE 7.    NET
ASSET VALUE PER SHARE

The Company's net asset value per
share at June 30, 2005 was approximately $13.74, and at December 31,
2004 was approximately $13.71. In determining the Company's net
asset value per share, the Board of Directors determined in good faith
the net asset value of the Company's portfolio investments for
which no public trading market exists.

NOTE
8.    PAYMENT-IN-KIND INTEREST

The Company has investments in
its portfolio which contain a PIK provision. The PIK interest is added
to the principal balance of the investment and is recorded as interest
income. To maintain its status as a RIC, this income must be paid out
to stockholders in the form of dividends, even though the Company has
not collected any cash. Amounts necessary to pay these dividends may
come from available cash or the liquidation of certain investments. For
the three months ended June 30, 2005 and 2004, the Company had
approximately $715,108 and $243,697, respectively, in PIK interest. For
the six months ended June 30, 2005 and 2004, the Company had
approximately $1,929,728 and $411,566, respectively, in PIK
interest.

In addition, the Company recorded original issue
discount ("OID") income of approximately
$92,826 and $173,166 for the three months and six months ended June 30,
2005, representing the amortization of the discounted cost attributed
to certain debt securities purchased by the Company in connection with
the issuance of warrants. The Company had no OID income for the three
months and six months ended June 30, 2004.

NOTE 9.    OTHER
INCOME

Other income includes primarily closing fees, or
origination fees, associated with investments in portfolio companies.
Such fees are normally paid at closing of the Company's
investments, are fully earned and non-refundable, and are generally
non-recurring. For the three months ended June 30, 2005 and 2004, other
income totalled approximately $766,064 and $80,000, respectively. For
the six months ended June 30, 2005 and 2004, other income totalled
approximately $1,456,269 and $530,000, respectively.

The 1940
Act requires that a business development company make available
managerial assistance to its portfolio companies. The Company may
receive fee income for managerial assistance it renders to portfolio
companies in connection with its investments. For the three months and
six months ended June 30, 2005 and 2004, the Company received no fee
income for managerial assistance.

12

---

NOTE 10.    FINANCIAL HIGHLIGHTS

Financial highlights for the three month and six months period ended
June 30, 2005 and 2004, are as
follows:

Three
Months EndedJune 30, 2005(Unaudited)

Three
Months EndedJune 30, 2004(Unaudited)

Six
Months Ended June 30, 2005(Unaudited)

Six
Months Ended June 30,
2004(Unaudited)Per Share
DataNet
asset value at beginning of
period

$
13.69


$
13.69


$
13.71


$
13.80Net
investment income


0.25



0.03



0.47



0.02Net
realized and unrealized
gains(1)


0.00



0.00



0.01



0.00Distributions
from net investment
income


(0.20
)


(0.11
)


(0.34
)


(0.21
)Effect
of shares issued, net of offering
expenses


0.00



0.00



(0.11
)


0.00Net
asset value at end of
period

$
13.74


$
13.61


$
13.74


$
13.61Per
share market value at beginning of
period

$
14.95


$
14.59


$
15.01


$
15.55Per
share market value at end of
period

$
14.80


$
13.51


$
14.80


$
13.51Total
return(2)(3)


0.3
%


(6.6
%)


0.9
%


(11.8
%)Shares
outstanding at end of
period


13,392,304



10,092,712



13,392,304



10,092,712Ratios/Supplemental
DataNet
assets at end of
period

$
184,074,894


$
137,407,146


$
184,074,894


$
137,407,146Average
net
assets

$
182,402,405


$
137,860,850


$
174,888,648


$
137,776,019Ratio
of expenses to average net assets –
annualized


3.13
%


2.81
%


3.26
%


2.80
%Ratio
of net investment income to average net assets –
annualized


7.22
%


0.80
%


6.97
%


0.33
%


|
|
|
|

|    |                                                                                                                                                                        
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | Represents
rounding adjustment to reconcile change in net asset value per share;
there were no actual realized or unrealized gains or losses for the
periods presented.

|    |                       
|--- | ----------------------
|(2) | Amount not
annualized.

|    |                                                                                                                                               
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------
|(3) | Total return equals the
increase/decrease of the ending market value per share plus dividends
divided by the beginning market value per share.

NOTE
11.    CASH AND CASH EQUIVALENTS

At June 30, 2005 and
December 31, 2004, cash and cash equivalents consisted
of:

June
30,2005

December
31,2004(Unaudited)

(Audited)UBS Select Money Market
Fund

$
2,051,915


$
2,026,577Eurodollar
Time Deposit (due 7/1/05 and
1/3/05)


14,500,000



1,200,000Eurodollar
Time Deposit (due 7/6/05 and
1/4/05)


18,500,000



24,000,000U.S.
Treasury Bill (due 7/7/05 and
1/13/05)


14,993,225



29,984,300U.S.
Treasury Bill (due
7/7/05)


19,991,000



—Total
Cash
Equivalents


70,036,140



57,210,877Cash


155,514



106,521Cash
and Cash
Equivalents

$
70,191,654


$
57,317,398


13

---

NOTE 12.    COMMITMENTS

As of
June 30, 2005, the Company had issued commitments to purchase
additional debt investments and/or warrants from certain portfolio
companies, contingent upon their meeting agreed-upon financial
milestones. Total commitments of $16 million include Questia ($2
million), The Endurance International Group ($2 million), eXact
Advertising ($5 million), and WHITTMANHART ($7
million).

NOTE 13.    REPURCHASE AGREEMENT

On June
28, 2005, the Company entered into a repurchase agreement (the
"Repurchase Agreement") with Bayerische
Hypo-Und Vereinsbank AG ("HVB") for
$19,592,453, which agreement was settled on July 1, 2005. A repurchase
agreement is a form of collateralized borrowing under which a company
sells a security to another party for cash and at the same time commits
to repurchase that security at a later date for a stated price plus
interest. The Repurchase Agreement was recorded at cost and was fully
collateralized by a United States Treasury Bill with a carrying value
of $19,991,000, a maturity date of July 7, 2005 and an interest rate of
2.7%. The interest rate on the Repurchase Agreement was
3.18% for a cost of $5,120.

NOTE 14. REVOLVING CREDIT
AGREEMENT

On May 18, 2005, the Company entered into an
uncommitted $35 million senior secured revolving credit facility with
HVB, as administrative agent and a lender. The facility will supplement
the Company's equity capital and provide funding for additional
portfolio investments, as well as general corporate purposes. As of
June 30, 2005, the Company had not borrowed under this facility;
amounts that may be borrowed will bear interest at variable rates,
based upon either the prime rate, federal funds rate or LIBOR, plus an
applicable margin. Portfolio investments will be pledged as collateral
to secure amounts borrowed. All amounts borrowed under the facility
will mature, and all accrued and unpaid interest thereunder will be due
and payable, within one year of the date of the borrowing; the facility
has a termination date of May 18, 2007. The facility also contains
customary representations, warranties, covenants and events of
default.

NOTE 15.    SUBSEQUENT EVENTS

On July 1,
2005, the Company funded a $13.5 million investment in senior secured
notes with warrants to support the acquisition of a company in the
virtual workforce sector by Accretive Technology Partners, LLC. The
company, Willow CSN Incorporated, provides enterprise clients with an
on-demand pool of highly skilled agents, using newly developed
technology and process expertise to recruit, train, and manage agents
in a fully virtual environment. The investment was closed on
June  30, 2005, and is reflected in the financial statements as
an asset and a liability.

On July 27, 2005, the Board of
Directors declared a cash dividend of $0.25 per share to holders of
record on September 10, 2005, payable on September 30,
2005.

14

---

|            |                                                                                           
|----------- | ------------------------------------------------------------------------------------------
|ITEM
			 2. | MANAGEMENT'S
			 DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

FORWARD-LOOKING STATEMENTS

The information contained in this section should be read in conjunction
		with our financial statements and related notes and schedules thereto appearing
		elsewhere in this Quarterly Report, as well as the sections entitled "Selected
		Financial Data" and "Management's Discussion and Analsyis of Financial
		Condition and Results of Operations" and the financial statements and related
		notes and schedules thereto included in our annual report on Form 10-K for the
		year ended December 31, 2004.

This Quarterly Report, including the Management's Discussion and Analysis
		of Financial Condition and Results of Operations, contains forward-looking
		statements that involve substantial risks and uncertainties. These
		forward-looking statements are not historical facts, but rather are based on
		current expectations, estimates and projections about our industry, our
		beliefs, and our assumptions. Words such as "anticipates", "expects",
		"intends", "plans", "believes", "seeks", and "estimates" and variations of
		these words and similar expressions are intended to identify forward-looking
		statements. These statements are not guarantees of future performance and are
		subject to risks, uncertainties, and other factors, some of which are beyond
		our control and difficult to predict and could cause actual results to differ
		materially from those expressed or forecasted in the forward-looking
		statements, including without limitation:

|  |                                                                                      
|- | -------------------------------------------------------------------------------------
|• | economic
			 downturns or recessions may impair our portfolio companies' performance;

|  |                                                                                                                                               
|- | ----------------------------------------------------------------------------------------------------------------------------------------------
|• | a
			 contraction of available credit and/or an inability to access the equity
			 markets could impair our lending and investment activities;

|  |                                                                                                            
|- | -----------------------------------------------------------------------------------------------------------
|• | the
			 risks associated with the possible disruption in the Company's operations due
			 to terrorism; and

|  |                                                                                                                                                                                                     
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|• | the
			 risks, uncertainties and other factors we identify from time to time in our
			 filings with the Securities and Exchange Commission, including our Form 10-Ks,
			 Form 10-Qs and Form 8-Ks.

Although we believe that the assumptions on which these forward-looking
		statements are based are reasonable, any of those assumptions could prove to be
		inaccurate, and as a result, the forward-looking statements based on those
		assumptions also could be inaccurate. In light of these and other
		uncertainties, the inclusion of a projection or forward-looking statement in
		this Quarterly Report should not be regarded as a representation by us that our
		plans and objectives will be achieved. You should not place undue reliance on
		these forward-looking statements, which apply only as of the date of this
		Quarterly Report. We undertake no obligation to update such statements to
		reflect subsequent events.

OVERVIEW

Our investment objective is to maximize our portfolio's total return,
		principally by investing in the debt and/or equity securities of
		technology-related companies. Our primary focus is seeking current income
		through investment in non-public debt and long-term capital appreciation by
		acquiring accompanying warrants or other equity securities. We may also invest
		in the publicly traded debt and/or equity securities of other
		technology-related companies. We operate as a closed-end, non-diversified
		management investment company, and have elected to be treated as a business
		development company under the Investment Company Act of 1940, as amended ("1940
		Act"). We have elected to be treated for tax purposes as a regulated investment
		company ("RIC") under the Internal Revenue Code of 1986, as amended (the
		"Code"), beginning with our 2003 taxable year.

Our investment activities are managed by Technology Investment
		Management, LLC ("TIM"), a registered investment adviser under the Investment
		Advisers Act of 1940. TIM is owned by BDC Partners, LLC ("BDC Partners"), its
		managing member, and Royce & Associates, LLC ("Royce & Associates").
		Jonathan H. Cohen, our chief executive officer, and Saul B. Rosenthal, our
		president and chief operating officer, are the members of BDC Partners, and
		Charles M. Royce, our non-executive chairman, is the president of Royce &
		Associates. Under the investment advisory

15

---

agreement, we have agreed to pay TIM an annual base fee calculated on
		gross assets, and an incentive fee based upon our performance. Under an
		administration agreement, we have agreed to pay or reimburse BDC Partners, as
		administrator, for certain expenses incurred in operating the Company. Our
		executive officers and directors, and the executive officers of TIM and BDC
		Partners, serve or may serve as officers and directors of entities that operate
		in a line of business similar to our own. Accordingly, they may have
		obligations to investors in those entities, the fulfillment of which might not
		be in the best interests of us or our stockholders. For more information, see
		"Risk Factors—There are significant potential conflicts of interest,
		which could impact our investment returns."

We concentrate our investments in companies having annual revenues of
		less than $200 million and/or a market capitalization of less than $300
		million. We focus on companies that create products or provide services
		requiring advanced technology and companies that compete in industries
		characterized by such products or services, including companies in the
		following businesses: Internet, IT services, media, telecommunications,
		semiconductors, hardware, software and technology-enabled services.

While the structure of our investments will vary, we invest primarily in
		the debt of established target technology-related companies. We seek to invest
		in entities that, as a general matter, have been operating for at least one
		year prior to the date of our investment and that will, at the time of our
		investment, have employees and revenues. Many of these companies will have
		financial backing provided by private equity or venture capital funds or other
		financial or strategic sponsors at the time we make an investment.

We expect that our investments will generally range between $5 million
		and $25 million each, although this investment size may vary proportionately as
		the size of our capital base changes, and will accrue interest at fixed and
		variable rates. As of June 30, 2005, our debt investments had stated interest
		rates of between 10.0% and 12.0% and maturities of between 21 and 69 months. In
		addition, our total portfolio of debt investments had a weighted average
		interest rate of approximately 10.6% as of June 30, 2005. Our loans may carry a
		provision for deferral of some or all of the interest payments, which will be
		added to the principal amount of the loan. This form of deferred interest is
		referred to as "payment-in-kind" or "PIK" interest and, when earned, is
		recorded as interest income and an increase in the principal amount of the
		loan. We had PIK interest of approximately $715,000 and $1.9 million,
		respectively, for the three months and six months ended June 30, 2005.

To the extent possible, our loans will be collateralized by a security
		interest in the borrower's assets or guaranteed by a principal to the
		transaction. Interest payments, if not deferred, are normally payable quarterly
		with amortization of principal being deferred for several years. When we
		receive a warrant to purchase stock in a portfolio company, the warrant will
		typically have a nominal strike price, and will entitle us to purchase a modest
		percentage of the borrower's stock.

In addition, as a business development company under the 1940 Act, we are
		required to make available significant managerial assistance, for which we may
		receive fees, to our portfolio companies. These fees would be generally
		non-recurring, however in some instances they may have a recurring component.
		We have received no fee income for managerial assistance to date.

Prior to making an investment, we typically enter into a non-binding term
		sheet with the potential portfolio company. These term sheets are generally
		subject to a number of conditions, including but not limited to the
		satisfactory completion of our due diligence investigations of the company's
		business and legal documentation for the loan.

16

---

Set forth below is our current portfolio of investments as of June 30,
		2005. As of June 30, 2005, we had an investment of $13.5 million (see Willow
		CSN Incorporated below) which did not settle until July 1, 2005, and
		outstanding commitments to fund an additional $16 million to four portfolio
		companies.

Portfolio Company (1)
			 
			 Industry
			 
			 Investment
			 
			 Fair Value (2)(in thousands)Questia Media, Inc.
			 
			 digital media
			 
			 senior secured notes (3)(4)
			 
			 $
			 10,029MortgageIT, Inc.
			 
			 financial services
			 
			 senior secured notes

			 
			 
			 15,000Advanced Aesthetics
				Institute
			 
			 medical services
			 
			 senior secured notes

			 
			 
			 10,000warrants to purchasecommon stock
			 
			 
			 —The Endurance
				InternationalGroup
			 
			 webhosting
			 
			 senior secured notes
				(4)(6)convertible preferred stock
			 
			 
			 12,693345DirectRevenue, LLC
			 
			 internet advertising
			 
			 senior secured notes
				(6)(7)
			 
			 
			 4,306warrants to purchasecommon units
			 
			 
			 240Avue Technologies
				Corporation
			 
			 software
			 
			 warrants to purchase
				common stock
			 
			 
			 13TrenStar Inc.
			 
			 logistics technology
			 
			 senior secured notes
				(3)
			 
			 
			 16,217warrants to purchaseconvertible preferred stock
			 
			 
			 —3001, Inc.
			 
			 geospatial imaging
			 
			 senior unsecured
				notes
			 
			 
			 10,000preferred stock (5)
			 
			 
			 2,000common stock (5)
			 
			 
			 1,000eXact Advertising,
				LLC
			 
			 internet advertising
			 
			 senior secured notes
				(4)(6)
			 
			 
			 9,665warrants to purchasecommon units
			 
			 
			 396Segovia, Inc.
			 
			 satellite
			 
			 senior secured notes
				(6)
			 
			 
			 14,760communications
			 
			 warrants to purchasecommon stock
			 
			 
			 260WHITTMANHART,Inc.
			 
			 IT consulting
			 
			 senior secured notes
				(4)
			 
			 
			 5,000warrants to purchasecommon stock
			 
			 
			 —convertible preferred stock
			 
			 
			 476warrants to purchaseconvertible preferred stock
			 
			 
			 24CrystalTech Web Hosting,
				Inc.
			 
			 webhosting
			 
			 senior secured notes

			 
			 
			 8,000Falcon Communications,
				Inc.
			 
			 satellite
			 
			 senior unsecured
				notes
			 
			 
			 6,000communications
			 
			 common stock
			 
			 
			 2,000Climax Group, Inc.
			 
			 software
			 
			 senior secured
				notes(6)
			 
			 
			 4,906warrants to purchasecommon stock
			 
			 
			 100Willow CSN
				Incorporated(8)
			 
			 virtual workforce
				services
			 
			 senior secured notes

			 
			 
			 13,300warrants to purchasepreferred stock
			 
			 
			 200Total Investments:
			 
			 
			 
			 
			 
			 $
			 146,930


|
|
|
|

|    |                                                                                                                                                                                                                                                                                                                                                                   
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | We
			 do not "control" and are not an "affiliate" of any of our portfolio companies,
			 each as defined in the 1940 Act. In general, under the 1940 Act, we would
			 "control" a portfolio company if we owned 25% or more of its voting securities
			 and would be an "affiliate" of a portfolio company if we owned 5% or more of
			 its voting securities.

17

---

|    |                                                                      
|--- | ---------------------------------------------------------------------
|(2) | Fair
			 value is determined in good faith by our Board of Directors.

|    |                                                  
|--- | -------------------------------------------------
|(3) | Investment
			 includes payment-in-kind interest.

|    |                                                                                                                                        
|--- | ---------------------------------------------------------------------------------------------------------------------------------------
|(4) | Transaction
			 also includes a commitment to fund additional notes and warrants upon
			 satisfaction of certain specified conditions.

|    |                                                                                                          
|--- | ---------------------------------------------------------------------------------------------------------
|(5) | Preferred
			 stock and common stock are indirectly held through limited liability company
			 interests.

|    |                                                                      
|--- | ---------------------------------------------------------------------
|(6) | Cost
			 and fair value reflect accretion of original issue discount.

|    |                                                        
|--- | -------------------------------------------------------
|(7) | Cost
			 and fair value reflect repayment of principal.

|    |                                                                                                      
|--- | -----------------------------------------------------------------------------------------------------
|(8) | Willow
			 CSN Incorporated transaction was closed on June 30, 2005, but was funded July
			 1, 2005.

In addition, we believe that we have a strong pipeline of potential
		transactions in various stages. We continue to work diligently toward the
		consummation of additional investments, and our management is actively involved
		in identifying and evaluating potential opportunities. However, there can be no
		assurance when or if these transactions will close.

CRITICAL ACCOUNTING POLICIES

The preparation of financial statements and related disclosures in
		conformity with generally accepted accounting principles in the United States
		requires management to make estimates and assumptions that affect the reported
		amounts of assets and liabilities, disclosure of contingent assets and
		liabilities at the date of the financial statements, and revenues and expenses
		during the periods reported. Actual results could materially differ from those
		estimates. We have identified our investment valuation process as our only
		critical accounting policy.

Investment Valuation

The most significant estimate inherent in the preparation of our
		consolidated financial statements is the valuation of investments and the
		related amounts of unrealized appreciation and depreciation of investments
		recorded.

We value our investment portfolio each quarter. Members of our portfolio
		management team prepare the portfolio company valuations using the most recent
		portfolio company financial statements and forecasts. Since March 2004, we have
		engaged the firm of Houlihan Lokey Howard & Zukin ("HLHZ") to independently
		evaluate our portfolio investments, although the Board of Directors retains
		ultimate authority as to the appropriate valuation of each such investment. On
		April 27, 2005, upon the recommendation of the our Valuation Committee, our
		Board of Directors approved a change in our valuation process, whereby our
		management, rather than HLHZ, will prepare valuations for any portfolio
		investments that, when combined with all other investments in the same
		portfolio company, have a fair value as of the previous quarter of less than $2
		million. The Board used the recommended valuations as prepared by HLHZ and
		management, respectively, as a component of the final fair value determination
		of our portfolio investments.

The valuations provided by HLHZ and management of fair value securities
		are subject to approval by the Board. Both HLHZ and management's determination
		of fair value is based on some or all of the following factors, as applicable
		in their judgment, and any other factors considered to be relevant:

|  |                                                                     
|- | --------------------------------------------------------------------
|• | the
			 nature of any restrictions on disposition of the securities;

|  |                                                                       
|- | ----------------------------------------------------------------------
|• | assessment
			 of the general liquidity/illiquidity of the securities;

|  |                                                                                                                            
|- | ---------------------------------------------------------------------------------------------------------------------------
|• | the
			 issuer's financial condition, including its ability to make payments and its
			 earnings and discounted cash flow;

|  |                                                   
|- | --------------------------------------------------
|• | the
			 markets in which the issuer does business;

|  |                                
|- | -------------------------------
|• | the
			 cost of the investment;

|  |                                                              
|- | -------------------------------------------------------------
|• | the
			 size of the holding and the capitalization of issuer;

|  |                                            
|- | -------------------------------------------
|• | the
			 nature and value of any collateral;

|  |                                                                                                                                                                 
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------
|• | the
			 prices of any recent transactions or bids/offers for the securities or similar
			 securities or any comparable securities that are publicly traded; and

|  |                                                                                                                                                                                                 
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|• | any
			 available analyst, media or other reports or information deemed reliable by the
			 independent valuation firm regarding the issuer or the markets or industry in
			 which it operates.

18

---

Fair value securities may include, but are not limited to, the following:

|  |                                                                                                
|- | -----------------------------------------------------------------------------------------------
|• | private
			 placements and restricted securities that do not have an active trading
			 market;

|  |                                                                                                        
|- | -------------------------------------------------------------------------------------------------------
|• | securities
			 whose trading has been suspended or for which market quotes are no longer
			 available;

|  |                                                                                                       
|- | ------------------------------------------------------------------------------------------------------
|• | debt
			 securities that have recently gone into default and for which there is no
			 current market;

|  |                                           
|- | ------------------------------------------
|• | securities
			 whose prices are stale; and

|  |                                               
|- | ----------------------------------------------
|• | securities
			 affected by significant events.

RESULTS OF OPERATIONS

Set forth below is a comparison of our results of operations for the
		three months ended June 30, 2005 to the three months ended June 30, 2004.

Investment Income

Interest income from debt investments for the three months ended June 30,
		2005 was approximately $3,663,000, compared to approximately $926,000 for the
		comparable period in 2004. This is a direct result of the number of portfolio
		investments entered into over the past year. A significant portion of our
		interest income from debt investments during each respective period was
		attributable to PIK interest received from debt investments that contain a PIK
		provision. PIK interest is added to the principal balance of our investment and
		is recorded as income. Specifically, for the three months ended June 30, 2005,
		interest from debt investments included approximately $715,000 in PIK interest,
		compared to approximately $244,000 for the comparable period in 2004.

Interest income from cash and cash equivalents was approximately $290,000
		for the three months ended June 30, 2005, compared to approximately $237,000
		for the comparable period in June 30, 2004; the increase is due to higher
		interest rates on short-term investments.

Other income totaled approximately $766,000 for the three months ended
		June 30, 2005, representing primarily non-refundable closing fees associated
		with investments in portfolio companies. This represented a significant
		increase from other income of approximately $80,000 for the comparable period
		in 2004, directly related to the number of transactions closed.

Expenses

Total expenses for the three months ended June 30, 2005 were
		approximately $1,428,000, which represented an increase of approximately
		$460,000 over the comparable period in 2004. The increase was primarily due to
		an increase in investment advisory fees of approximately $245,000 due to the
		increase in the gross assets of the Company, and an increase in professional
		fees of approximately $104,000.

Professional fees, consisting of legal, audit, valuation and consulting
		fees, were approximately $222,000 for the three months ended June 30, 2005,
		compared to $118,000 for the comparable period in 2004. Valuation fees
		increased by approximately $83,000 as a result of the greater number of
		investments to be reviewed, and audit fees increased by approximately $20,000
		as a result of the additional work required for compliance with the
		requirements of the Sarbanes-Oxley Act.

The investment advisory fee for the second quarter of 2005 was
		approximately $935,000, compared to $690,000 for the comparable period in 2004,
		representing the base fee as provided for in the advisory agreement. The
		increase is directly related to the increase in the gross assets of the
		Company. There were no incentive fees earned under the agreement during either
		period.

Salaries and benefits for the three months ended June 30, 2005 and 2004
		were approximately $102,000 and $52,000, respectively, reflecting the
		allocation of compensation expenses for the services of our chief financial
		officer, controller, office manager, and the vice president of business
		development. The increase from the prior year is primarily related to salary
		increases and the addition of the position of controller to the staff.

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General and administrative expenses, consisting primarily of office
		supplies, printing, facilities costs and other expenses, were approximately
		$97,000 for the three months ended June 30, 2005, compared to approximately
		$30,000 for the comparable period in 2004. General and administrative expenses
		are allocated to the Company under the terms of the administration agreement
		with TIM and BDC Partners. This increase is due primarily to printing costs
		associated with the Company's first formal annual report to shareholders.

Net Increase In Stockholders' Equity From Operations

We had a net increase in stockholders' equity resulting from operations
		of $3,290,552 for the three months ended June 30, 2005, compared to an increase
		of $275,059 for the comparable period in 2004. Based on a weighted-average of
		13,324,188 (basic and diluted) shares outstanding, our net increase in
		stockholders' equity from operations per common share for the three months
		ended June 30, 2005 was $0.25 for basic and diluted earnings.

Set forth below is a comparison of our results of operations for the six
		months ended June 30, 2005 to the six months ended June 30, 2004.

Investment Income

Interest income from debt investments for the six months ended June 30,
		2005 was approximately $6,857,000, compared to approximately $1,103,000 for the
		comparable period in 2004. This is a direct result of the number of portfolio
		investments entered into over the past year. A significant portion of our
		interest income from debt investments during each respective period was
		attributable to PIK interest received from debt investments that contain a PIK
		provision. PIK interest is added to the principal balance of our investment and
		is recorded as income. Specifically, for the six months ended June 30, 2005,
		interest from debt investments included approximately $1.9 million in PIK
		interest, compared to approximately $412,000 for the comparable period in 2004.

Interest income from cash and cash equivalents was approximately $635,000
		for the six months ended June 30, 2005, compared to approximately $524,000 for
		the comparable period in 2004; the increase is due to higher interest rates on
		short-term investments.

Other income totaled approximately $1,456,000 for the six months ended
		June 30, 2005, representing primarily non-refundable closing fees associated
		with investments in portfolio companies. This represented an increase over
		non-recurring other fee income of approximately $530,000 for the comparable
		period in 2004, directly related to the number of transactions closed.

Expenses

Total expenses for the six months ended June 30, 2005 were approximately
		$2,853,000, which represented an increase of approximately $926,000 over the
		comparable period in 2004. The increase was primarily due to an increase in
		investment advisory fees of approximately $356,000 due to the increase in the
		gross assets of the Company, and an increase in professional fees of
		approximately $428,000.

Professional fees, consisting of legal, audit, valuation and consulting
		fees, were approximately $630,000 for the six months ended June 30, 2005,
		compared to $202,000 for the comparable period in 2004. Valuation fees
		increased by approximately $150,000 as a result of the greater number of
		investments to be reviewed, and audit fees increased by approximately $214,000
		as a result of the additional work required for compliance with the
		requirements of the Sarbanes-Oxley Act.

The investment advisory fee for the first half of 2005 was approximately
		$1,734,000, compared to $1,379,000 for the comparable period in 2004,
		representing the base fee as provided for in the advisory agreement. The
		increase is directly related to the increase in the gross assets of the
		Company. There were no incentive fees earned under the agreement during either
		period.

Salaries and benefits for the six months ended June 30, 2005 and 2004
		were approximately $191,000 and $98,000, respectively, reflecting the
		allocation of compensation expenses for the services of our

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chief financial officer, controller, office manager, and the vice
		president of investor relations. The increase from the prior year is primarily
		related to salary increases and the addition of the position of controller to
		the staff.

General and administrative expenses, consisting primarily of office
		supplies, printing, facilities costs and other expenses, were approximately
		$134,000 for the six months ended June 30, 2005, compared to approximately
		$96,000 for the comparable period in 2004. General and administrative expenses
		are allocated to the Company under the terms of the administration agreement
		with TIM and BDC Partners. This increase is due primarily to printing costs
		associated with the Company's first formal annual report to shareholders.

Net Increase In Stockholders' Equity From Operations

We had a net increase in stockholders' equity resulting from operations
		of $6,095,962 for the six months ended June 30, 2005, compared to an increase
		of $229,462 for the comparable period in 2004. Based on a weighted-average of
		12,886,140 (basic and diluted) shares outstanding, our net increase in
		stockholders' equity from operations per common share for the six months ended
		June 30, 2005 was $0.47 for basic and diluted earnings.

LIQUIDITY AND CAPITAL RESOURCES

At June 30, 2005, we had investments in debt securities of fourteen
		companies, totaling approximately $139.9 million, and equity investments of
		approximately $7.1 million. The debt investment amount includes approximately
		$3.2 million in accrued PIK interest which, as described in the section above
		entitled "Overview," is added to the carrying value of our investments.

Cash provided by operating activities for the six months ended June 30,
		2005, consisting primarily of the items described in "Results of Operations,"
		was approximately $3.8 million, reflecting the income resulting from
		operations, offset by non-cash income related to PIK interest and OID income
		and accrued interest receivable. Net cash used in investing activities was
		approximately $49.2 million, reflecting new investments purchased offset by
		principal repayments.

We raised net proceeds of approximately $41.5 million from a rights
		offering which closed in January 2005. Under the terms of the offering, each
		stockholder of record on December 29, 2004 was entitled to purchase an
		additional share of stock for each three shares of stock owned on that date.
		Pursuant to the rights offering, we issued 3,115,666 shares at a price of
		$14.029 per share.

On May 18, 2005 we entered into an uncommitted $35 million senior secured
		revolving credit facility with Bayerische Hypo-Und Vereinsbank AG, as
		administrative agent and a lender. The facility will supplement our equity
		capital and provide funding for additional portfolio investments, as well as
		general corporate matters. As of June 30, 2005, we had not borrowed under this
		facility; amounts that may be borrowed will bear interest at variable rates,
		based upon either the prime rate, federal funds rate or LIBOR, plus an
		applicable margin. Portfolio investments will be pledged as collateral to
		secure amounts borrowed. All amounts borrowed under the facility will mature,
		and all accrued and unpaid interest thereunder will be due and payable within
		one year of the date of the borrowing; the facility has a termination date of
		May 18, 2007. The facility also contains customary representations, warranties,
		covenants and events of default.

During the six months ended June 30, 2005, cash and cash equivalents
		increased from approximately $57.3 million at the beginning of the period to
		approximately $70.2 million at the end of the period, including approximately
		$20 million pledged to creditors.

In order to qualify as a RIC and to avoid corporate level tax on the
		income we distribute to our stockholders, we are required, under Subchapter M
		of the Code, to distribute at least 90% of our ordinary income and short-term
		capital gains to our stockholders on an annual basis. On July 27, 2005, our
		Board of Directors declared a cash dividend of $0.25 per share for the third
		quarter to stockholders of record as of September 10, 2005, payable on
		September 30, 2005.

RECENT DEVELOPMENTS

On July 1, 2005, we funded a $13.5 million investment in senior secured
		notes with warrants to support the acquisition of a company in the virtual
		workforce sector by Accretive Technology

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Partners, LLC. That company, Willow CSN Incorporated, provides enterprise
		clients with an on-demand pool of highly skilled agents, using newly developed
		technology and process expertise to recruit, train, and manage agents in a
		fully virtual environment. The investment originally closed on June 30, 2005,
		and is reflected in our financial statements as an asset and a liability.

On July 27, 2005, the Board of Directors declared a cash dividend of
		$0.25 per share to holders of record on September 10, 2005, payable on
		September 30, 2005.

RISK FACTORS

An investment in our securities involves certain risks relating to our
		structure and investment objectives. The risks set forth below are not the only
		risks we face, and we face other risks which we have not yet identified, which
		we do not currently deem material or which are not yet predictable. If any of
		the following risks occur, our business, financial condition and results of
		operations could be materially adversely affected. In such case, our net asset
		value and the trading price of our common stock could decline, and you may lose
		all or part of your investment.

Risks Relating To Our Business And Structure

We are a new company with a limited operating history.

We were incorporated in July 2003 and have a limited operating history.
		We are subject to all of the business risks and uncertainties associated with
		any new business enterprise, including the risk that we will not achieve our
		investment objective and the value of your investment in us could decline
		substantially.

Any failure on our part to maintain our status as a business development
		company would reduce our operating flexibility.

If we do not remain a business development company, we might be regulated
		as a closed-end investment company under the 1940 Act, which would subject us
		to substantially more regulatory restrictions under the 1940 Act and
		correspondingly decrease our operating flexibility.

We are dependent upon TIM's key management personnel for our future
		success, particularly Jonathan H. Cohen, Saul B. Rosenthal and Lee D. Stern.

We depend on the diligence, skill and network of business contacts of the
		senior management of TIM. The senior management, together with other investment
		professionals, will evaluate, negotiate, structure, close, monitor and service
		our investments. Our future success will depend to a significant extent on the
		continued service and coordination of the senior management team, particularly
		Jonathan H. Cohen, the Chief Executive Officer of TIM, Saul B. Rosenthal, the
		President and Chief Operating Officer of TIM, and Lee D. Stern, the Chief
		Transaction Officer of TIM. Only Messrs. Rosenthal and Stern devote
		substantially all of their business time to our operations. None of these
		individuals is subject to an employment contract. The departure of any of these
		employees could have a material adverse effect on our ability to achieve our
		investment objective.

Our financial condition and results of operations will depend on our
		ability to manage our future growth effectively.

TIM is a recently formed investment adviser and, as discussed above, TICC
		is a recently organized company. As such, each entity is subject to the
		business risks and uncertainties associated with any new business enterprise,
		including the lack of experience in managing or operating a business
		development company. Our ability to achieve our investment objective will
		depend on our ability to grow, which will depend, in turn, on our investment
		adviser's ability to identify, analyze, invest in and finance companies that
		meet our investment criteria. Accomplishing this result on a cost-effective
		basis is largely a function of our investment adviser's structuring of the
		investment process, its ability to provide competent, attentive and efficient
		services to us and our access to financing on acceptable terms.

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As we grow, we and TIM, through TIM's managing member, BDC Partners, will
		need to hire, train, supervise and manage new employees. Failure to manage our
		future growth effectively could have a material adverse effect on our business,
		financial condition and results of operations.

We operate in a highly competitive market for investment opportunities.

A large number of entities compete with us to make the types of
		investments that we make in technology-related companies. We compete with a
		large number of private equity and venture capital funds, other equity and
		non-equity based investment funds, investment banks and other sources of
		financing, including traditional financial services companies such as
		commercial banks and specialty finance companies. Many of our competitors are
		substantially larger than us and have considerably greater financial, technical
		and marketing resources than we do. For example, some competitors may have a
		lower cost of funds and access to funding sources that are not available to us.
		In addition, some of our competitors may have higher risk tolerances or
		different risk assessments, which could allow them to consider a wider variety
		of investments and establish more relationships than us. Furthermore, many of
		our competitors are not subject to the regulatory restrictions that the 1940
		Act imposes on us as a business development company. There can be no assurance
		that the competitive pressures we face will not have a material adverse effect
		on our business, financial condition and results of operations. Also, as a
		result of this competition, we may not be able to take advantage of attractive
		investment opportunities from time to time, and we can offer no assurance that
		we will be able to identify and make investments that are consistent with our
		investment objective.

Our business model depends upon the development of strong referral
		relationships with private equity and venture capital funds and investment
		banking firms.

If we fail to maintain our relationships with key firms, or if we fail to
		establish strong referral relationships with other firms or other sources of
		investment opportunities, we will not be able to grow our portfolio of loans
		and achieve our investment objective. In addition, persons with whom we have
		informal relationships are not obligated to provide us with investment
		opportunities, and therefore there is no assurance that such relationships will
		lead to the origination of debt or other investments.

We may not realize gains from our equity investments.

When we invest in debt securities, we generally expect to acquire
		warrants or other equity securities as well. However, the equity interests we
		receive may not appreciate in value and, in fact, may decline in value.
		Accordingly, we may not be able to realize gains from our equity interests, and
		any gains that we do realize on the disposition of any equity interests may not
		be sufficient to offset any other losses we experience.

Because our investments are generally not in publicly traded securities,
		there is uncertainty regarding the value of our investments, which could
		adversely affect the determination of our net asset value.

Our portfolio investments are generally not in publicly traded
		securities. As a result, the fair value of these securities is not readily
		determinable. We value these securities at fair value as determined in good
		faith by our Board of Directors based upon the recommendation of the Board's
		Valuation Committee. The Valuation Committee utilizes the services of HLHZ, an
		independent valuation firm. In addition, our management, rather than HLHZ,
		prepares valuations for any portfolio investments that, when combined with all
		other investments in the same portfolio company, have a fair value as of the
		previous quarter of less than $2 million. However, the Board of Directors
		retains ultimate authority as to the appropriate valuation of each investment.
		The types of factors that the Valuation Committee takes into account in
		providing its fair value recommendation to the Board of Directors includes, as
		relevant, the nature and value of any collateral, the portfolio company's
		ability to make payments and its earnings, the markets in which the portfolio
		company does business, comparison to valuations of publicly traded companies,
		comparisons to recent sales of comparable companies, the discounted value of
		the cash flows of the portfolio company and other relevant factors. Because
		such valuations are inherently uncertain and may be based on estimates, our
		determinations of fair value may differ materially from the values that would
		be assessed if a readily available market for these securities existed.

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The lack of liquidity in our investments may adversely affect our
		business.

As stated above, our investments are generally not in publicly traded
		securities. Substantially all of these securities are subject to legal and
		other restrictions on resale or will otherwise be less liquid than publicly
		traded securities. The illiquidity of our investments may make it difficult for
		us to sell such investments if the need arises. Also, if we are required to
		liquidate all or a portion of our portfolio quickly, we may realize
		significantly less than the value at which we have previously recorded our
		investments.

In addition, because we generally invest in debt securities with a term
		of up to seven years and generally intend to hold such investments until
		maturity of the debt, we do not expect realization events, if any, to occur in
		the near-term. We expect that our holdings of equity securities may require
		several years to appreciate in value, and we can offer no assurance that such
		appreciation will occur.

We may experience fluctuations in our quarterly results.

We may experience fluctuations in our quarterly operating results due to
		a number of factors, including the rate at which we make new investments, the
		interest rates payable on the debt securities we acquire, the default rate on
		such securities, the level of our expenses, variations in and the timing of the
		recognition of realized and unrealized gains or losses, the degree to which we
		encounter competition in our markets and general economic conditions. As a
		result of these factors, results for any period should not be relied upon as
		being indicative of performance in future periods.

Even in the event the value of your investment declines, the management
		fee and, in certain circumstances, the incentive fee will still be payable.

The management fee is calculated as 2.0% of the value of our gross assets
		at a specific time. Accordingly, the management fee will be payable regardless
		of whether the value of our gross assets and/or your investment have decreased.
		Moreover, a portion of our incentive fee is payable if our net investment
		income for a calendar quarter exceeds a designated "hurdle rate." This portion
		of the incentive fee is payable without regard to any capital gain, capital
		loss or unrealized depreciation that may occur during the quarter. Accordingly,
		this portion of our incentive fee may also be payable notwithstanding a decline
		in net asset value that quarter. In addition, in the event we realize deferred
		loan interest in excess of our available capital, we may be required to
		liquidate assets in order to pay a portion of the incentive fee.

Regulations governing our operation as a business development company
		affect our ability to, and the way in which we raise additional capital, which
		may expose us to risks, including the typical risks associated with leverage.

Our business will require a substantial amount of capital, which we may
		acquire from the following sources:

Senior Securities and Other Indebtedness

We may issue debt securities or preferred stock and/or borrow money from
		banks or other financial institutions, which we refer to collectively as
		"senior securities," up to the maximum amount permitted by the 1940 Act. Under
		the provisions of the 1940 Act, we are permitted, as a business development
		company, to issue senior securities in amounts such that our asset coverage
		ratio, as defined in the 1940 Act, equals at least 200% of gross assets less
		all liabilities and indebtedness not represented by senior securities, after
		each issuance of senior securities. If we issue senior securities, including
		preferred stock and debt securities, we will be exposed to typical risks
		associated with leverage, including an increased risk of loss. If we incur
		leverage to make investments, a decrease in the value of our investments would
		have a greater negative impact on the value of our common stock. If we issue
		debt securities or preferred stock, it is likely that such securities will be
		governed by an indenture or other instrument containing covenants restricting
		our operating flexibility. In addition, such securities may be rated by rating
		agencies, and in obtaining a rating for such securities, we may be required to
		abide by operating and investment guidelines that could further restrict our
		operating flexibility.

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Our ability to pay dividends or issue additional senior securities would
		be restricted if our asset coverage ratio was not at least 200%. If the value
		of our assets declines, we may be unable to satisfy this test. If that happens,
		we may be required to sell a portion of our investments and, depending on the
		nature of our leverage, repay a portion of our indebtedness at a time when such
		sales may be disadvantageous. Furthermore, any amounts that we use to service
		our indebtedness would not be available for distributions to our common
		stockholders.

Common Stock

We are not generally able to issue and sell our common stock at a price
		below net asset value per share. We may, however, sell our common stock, or
		warrants, options or rights to acquire our common stock, at a price below the
		then-current net asset value of our common stock if our Board of Directors
		determines that such sale is in the best interests of TICC and its
		stockholders, and our stockholders approve such sale. In certain limited
		circumstances, pursuant to an SEC staff interpretation, we may also issue
		shares at a price below net asset value in connection with a transferable
		rights offering so long as: (1) the offer does not discriminate among
		shareholders; (2) we use our best efforts to ensure an adequate trading market
		exists for the rights; and (3) the ratio of the offering does not exceed one
		new share for each three rights held. If we raise additional funds by issuing
		more common stock or senior securities convertible into, or exchangeable for,
		our common stock, the percentage ownership of our stockholders at that time
		would decrease and they may experience dilution. Moreover, we can offer no
		assurance that we will be able to issue and sell additional equity securities
		in the future, on favorable terms or at all.

Our Board of Directors is authorized to reclassify any unissued shares of
		stock into one or more classes of preferred stock, which could convey special
		rights and privileges to its owners.

Our charter permits our Board of Directors to reclassify any authorized
		but unissued shares of stock into one or more classes of preferred stock. We
		are currently authorized to issue up to 100,000,000 shares of common stock, of
		which 13,392,304 shares are currently issued and outstanding. In the event our
		Board of Directors opts to reclassify a portion of our unissued shares of
		common stock into a class of preferred stock, those preferred shares would have
		a preference over our common stock with respect to dividends and liquidation.
		The class voting rights of any preferred shares we may issue could make it more
		difficult for us to take some actions that may, in the future, be proposed by
		the Board of Directors and/or the holders of our common stock, such as a
		merger, exchange of securities, liquidation, or alteration of the rights of a
		class of our securities, if these actions were perceived by the holders of
		preferred shares as not in their best interests. The issuance of preferred
		shares convertible into shares of common stock might also reduce the net income
		and net asset value per share of our common stock upon conversion. These
		effects, among others, could have an adverse effect on your investment in our
		common stock.

A change in interest rates may adversely affect our profitability.

A portion of our income will depend upon the difference between the rate
		at which we borrow funds (if we do borrow) and the interest rate on the debt
		securities in which we invest. We anticipate using a combination of equity and
		long-term and short-term borrowings to finance our investment activities. Some
		of our investments in debt securities are at fixed rates and others at variable
		rates. We may, but will not be required to, hedge against interest rate
		fluctuations by using standard hedging instruments such as futures, options and
		forward contracts, subject to applicable legal requirements. These activities
		may limit our ability to participate in the benefits of lower interest rates
		with respect to the hedged portfolio. Adverse developments resulting from
		changes in interest rates or hedging transactions could have a material adverse
		effect on our business, financial condition and results of operations. Also, we
		have limited experience in entering into hedging transactions, and we will
		initially have to purchase or develop such expertise.

We will be subject to corporate-level income tax if we are unable to
		qualify as a RIC.

To remain entitled to the tax benefits accorded RICs under the Code, we
		must meet certain income source, asset diversification and annual distribution
		requirements. The annual distribution requirement

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for a RIC is satisfied if we distribute at least 90% of our ordinary
		income and realized net short-term capital gains in excess of realized net
		long-term capital losses, if any, to our stockholders on an annual basis.
		Because we may use debt financing in the future, we may be subject to certain
		asset coverage ratio requirements under the 1940 Act and financial covenants
		under loan and credit agreements that could, under certain circumstances,
		restrict us from making distributions necessary to satisfy the annual
		distribution requirement. If we are unable to obtain cash from other sources,
		we may fail to qualify for special tax treatment as a RIC and, thus, may be
		subject to corporate-level income tax on all our income. To qualify as a RIC,
		we must also meet certain asset diversification requirements at the end of each
		calendar quarter. Failure to meet these tests may result in our having to
		dispose of certain investments quickly in order to prevent the loss of RIC
		status. Because most of our investments will be in private companies, any such
		dispositions could be made at disadvantageous prices and may result in
		substantial losses. If we fail to qualify as a RIC for any reason and remain or
		become subject to corporate income tax, the resulting corporate taxes could
		substantially reduce our net assets, the amount of income available for
		distribution and the amount of our distributions. Such a failure would have a
		material adverse effect on us and our stockholders.

We may have difficulty paying our required distributions if we recognize
		income before or without receiving cash representing such income.

For federal income tax purposes, we will include in income certain
		amounts that we have not yet received in cash, such as original issue discount,
		which may arise if we receive warrants in connection with the making of a loan
		or possibly in other circumstances, or contracted PIK interest, which
		represents contractual interest added to the loan balance and due at the end of
		the loan term. A significant portion of our interest income from debt
		investments since our inception has been attributable to PIK interest received
		from our debt investments that contain a PIK provision. We also may be required
		to include in income certain other amounts that we will not receive in cash.

Because in certain cases we may recognize income before or without
		receiving cash representing such income, we may have difficulty satisfying the
		annual distribution requirement applicable to RICs. Accordingly, we may have to
		sell some of our investments at times we would not consider advantageous, raise
		additional debt or equity capital or reduce new investments to meet these
		distribution requirements. If we are not able to obtain cash from other
		sources, we may fail to qualify for RIC tax treatment and thus be subject to
		corporate-level income tax.

There are significant potential conflicts of interest, which could impact
		our investment returns.

Our executive officers and directors, and the executive officers of our
		investment adviser, TIM, and its managing member, BDC Partners, serve or may
		serve as officers and directors of entities that operate in a line of business
		similar to our own. Accordingly, they may have obligations to investors in
		those entities, the fulfillment of which might not be in the best interests of
		us or our stockholders. For example, Jonathan H. Cohen, the Chief Executive
		Officer of TIM, BDC Partners and TICC, is the principal of JHC Capital
		Management, LLC, a registered investment adviser. Mr. Cohen also manages the
		Royce Technology Value Fund. Steven P. Novak, one of our independent directors,
		is also the President of Palladio Capital Management, LLC, the manager of an
		equity-oriented hedge fund. Charles M. Royce, the non-executive Chairman of our
		Board of Directors, is the President and Chief Investment Officer of Royce
		& Associates, LLC, the non-managing member of our investment adviser.

In addition, Messrs. Cohen and Rosenthal serve as Chief Executive Officer
		and President, respectively, of TAC Acquisition Corp., a special purpose
		acquisition company formed for the purpose of acquiring one or more operating
		companies in the technology-related sector. Messrs. Cohen, Rosenthal and Novak
		also serve on the Board of Directors, and Mr. Royce is a significant
		shareholder, of TAC Acquisition Corp. Likewise, Messrs. Cohen, Rosenthal, and
		Lee D. Stern, the chief transaction officer for TIM, BDC Partners and TICC,
		currently serve as chief executive officer, president and chief transaction
		officer, respectively, for T2 Advisers LLC, an investment adviser to a fund, T2
		Income Fund Limited, established and operated in Guernsey for the purpose of
		investing primarily in the debt

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and equity of foreign companies operating in the technology-related
		sector. Messrs. Rosenthal and Stern also each serve as a non-independent
		director of T2 Income Fund Limited. In addition, Patrick F. Conroy, the chief
		financial officer, chief compliance officer, treasurer and corporate secretary
		of TIM, BDC Partners and TICC, serves as chief financial officer, chief
		compliance officer and treasurer for both T2 Income Fund Limited and T2
		Advisers LLC. Because of these possible conflicts of interest, these
		individuals may direct potential business and investment opportunities to other
		entities rather than to us or such individuals may undertake or otherwise
		engage in activities or conduct on behalf of such other entities that is not
		in, or which may be adverse to, our best interests. In addition, TAC
		Acquisition Corp. may decide to acquire one or more of our portfolio companies,
		subject to the limitations imposed upon such an acquisition by the 1940 Act.

In order to minimize the potential conflicts of interest that might
		arise, we have adopted a policy that prohibits us from making investments in,
		or otherwise knowingly doing business with, any company in which any fund or
		other client account managed by JHC Capital Management, Royce & Associates,
		LLC, or Palladio Capital Management holds a long or short position. The
		investment focus of each of these entities tends to be different from our
		investment objective. Nevertheless, it is possible that new investment
		opportunities that meet our investment objective may come to the attention of
		one of these entities in connection with another investment advisory client or
		program, and, if so, such opportunity might not be offered, or otherwise made
		available, to us. Also, our investment policy precluding the investments
		referenced above could cause us to miss out on some investment opportunities.
		However, our executive officers, directors and investment adviser intend to
		treat us in a fair and equitable manner over time consistent with their
		applicable duties under law so that we will not be disadvantaged in relation to
		any other particular client. In addition, we have adopted a formal Code of
		Ethics that governs the conduct of our officers and directors. Our officers and
		directors also remain subject to the fiduciary obligations imposed by both the
		1940 Act and applicable state corporate law. Finally, we pay BDC Partners our
		allocable portion of overhead and other expenses incurred by BDC Partners in
		performing its obligations under the administration agreement, including a
		portion of the rent and the compensation of our chief financial officer,
		controller, vice president of investor relations and other administrative
		support personnel, which creates conflicts of interest that our Board of
		Directors must monitor.

Changes in laws or regulations governing our operations may adversely
		affect our business.

We and our portfolio companies are subject to regulation by laws at the
		local, state and federal levels. These laws and regulations, as well as their
		interpretation, may be changed from time to time. Any change in these laws or
		regulations could have a material adverse effect on our business.

Our ability to invest in private companies may be limited in certain
		circumstances.

If we are to maintain our status as a business development company, we
		must not acquire any assets other than "qualifying assets" unless, at the time
		of and after giving effect to such acquisition, at least 70% of our total
		assets are qualifying assets. If we acquire debt or equity securities from an
		issuer that has outstanding marginable securities at the time we make an
		investment, these acquired assets cannot be treated as qualifying assets. This
		result is dictated by the definition of "eligible portfolio company" under the
		1940 Act, which in part looks to whether a company has outstanding marginable
		securities.

Amendments promulgated in 1998 by the Federal Reserve expanded the
		definition of a marginable security under the Federal Reserve's margin rules to
		include any non-equity security. Thus, any debt securities issued by any entity
		are marginable securities under the Federal Reserve's current margin rules. As
		a result, the staff of the SEC has raised the question to the business
		development company industry as to whether a private company that has
		outstanding debt securities would qualify as an "eligible portfolio company"
		under the 1940 Act.

The SEC has recently issued proposed rules to correct the unintended
		consequence of the Federal Reserve's 1998 margin rule amendments of apparently
		limiting the investment opportunities of business development companies. In
		general, the SEC's proposed rules would define an eligible portfolio company as
		any company that does not have securities listed on a national securities

27

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exchange or association. We are currently in the process of reviewing the
		SEC's proposed rules and assessing their impact, to the extent such proposed
		rules are subsequently approved by the SEC, on our investment activities. We do
		not believe that these proposed rules will have a material adverse effect on
		our operations.

Until the SEC or its staff has taken a final public position with respect
		to the issue discussed above, we will continue to monitor this issue closely,
		and may be required to adjust our investment focus to comply with and/or take
		advantage of any future administrative position, judicial decision or
		legislative action.

Provisions of the Maryland General Corporation Law and of our charter and
		bylaws could deter takeover attempts and have an adverse impact on the price of
		our common stock.

Our charter and bylaws, as well as certain statutory and regulatory
		requirements, contain certain provisions that may have the effect of
		discouraging a third party from making an acquisition proposal for us. These
		anti-takeover provisions may inhibit a change of control in circumstances that
		could give the holders of our common stock the opportunity to realize a premium
		over the market price for our common stock.

Risks Related To Our Investments

Our portfolio may be concentrated in a limited number of portfolio
		companies in the technology-related sector, which will subject us to a risk of
		significant loss if any of these companies defaults on its obligations under
		any of its debt securities that we hold or if the technology-related sector
		experiences a market downturn.

A consequence of our limited number of investments is that the aggregate
		returns we realize may be significantly adversely affected if a small number of
		investments perform poorly or if we need to write down the value of any one
		investment. Beyond our income tax asset diversification requirements, we do not
		have fixed guidelines for diversification, and our investments could be
		concentrated in relatively few issuers. In addition, we intend to concentrate
		in the technology-related sector and to invest, under normal circumstances, at
		least 80% of the value of our net assets (including the amount of any
		borrowings for investment purposes) in technology-related companies. As a
		result, a market downturn in the technology-related sector could materially
		adversely affect us.

The technology-related sector is subject to many risks, including
		volatility, intense competition, decreasing life cycles and periodic downturns.

We invest in companies in the technology-related sector, some of which
		may have relatively short operating histories. The revenues, income (or losses)
		and valuations of technology-related companies can and often do fluctuate
		suddenly and dramatically. Also, the technology-related market is generally
		characterized by abrupt business cycles and intense competition. Since
		mid-2000, there has been substantial excess capacity and a significant slowdown
		in many industries in the technology-related sector. In addition, this
		overcapacity, together with a cyclical economic downturn, resulted in
		substantial decreases in the market capitalization of many technology-related
		companies. While such valuations have recovered to some extent, we can offer no
		assurance that such decreases in market capitalizations will not recur, or that
		any future decreases in technology company valuations will be insubstantial or
		temporary in nature. Therefore, our portfolio companies may face considerably
		more risk of loss than companies in other industry sectors.

In addition, because of rapid technological change, the average selling
		prices of products and some services provided by the technology-related sector
		have historically decreased over their productive lives. As a result, the
		average selling prices of products and services offered by our portfolio
		companies may decrease over time, which could adversely affect their operating
		results and their ability to meet their obligations under their debt
		securities, as well as the value of any equity securities, that we may hold.
		This could, in turn, materially adversely affect our business, financial
		condition and results of operations.

28

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Our investments in the technology-related companies that we are targeting
		may be extremely risky and we could lose all or part of our investments.

Although a prospective portfolio company's assets are one component of
		our analysis when determining whether to provide debt capital, we generally do
		not base an investment decision primarily on the liquidation value of a
		company's balance sheet assets. Instead, given the nature of the companies that
		TICC invests in, we also review the company's historical and projected cash
		flows, equity capital and "soft" assets, including intellectual property
		(patented and non-patented), databases, business relationships (both
		contractual and non-contractual) and the like. Accordingly, considerably higher
		levels of overall risk will likely be associated with TICC's portfolio compared
		with that of a traditional asset-based lender whose security consists primarily
		of receivables, inventories, equipment and other tangible assets. Interest
		rates payable by our portfolio companies may not compensate for these
		additional risks.

Specifically, investment in the technology-related companies that we are
		targeting involves a number of significant risks, including:

|  |                                                                                                                                                                                                                                                                                                                                               
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|• | these
			 companies may have limited financial resources and may be unable to meet their
			 obligations under their debt securities that we hold, which may be accompanied
			 by a deterioration in the value of any collateral and a reduction in the
			 likelihood of us realizing any value from the liquidation of such
			 collateral;

|  |                                                                                                                                                                                                                                                                          
|- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|• | they
			 typically have limited operating histories, narrower product lines and smaller
			 market shares than larger businesses, which tend to render them more vulnerable
			 to competitors' actions and market conditions, as well as general economic
			 downturns;

|  |                                                                                                                                                                                                                                                                                                                                                                                            
|- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|• | because
			 they tend to be privately owned, there is generally little publicly available
			 information about these businesses; therefore, although TIM's agents will
			 perform "due diligence" investigations on these portfolio companies, their
			 operations and their prospects, we may not learn all of the material
			 information we need to know regarding these businesses;

|  |                                                                                                                                                                                                                                                                                                      
|- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|• | they
			 are more likely to depend on the management talents and efforts of a small
			 group of persons; therefore, the death, disability, resignation or termination
			 of one or more of these persons could have a material adverse impact on our
			 portfolio company and, in turn, on us; and

|  |                                                                                                                                                                                                                                                                                                                                                                             
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|• | they
			 generally have less predictable operating results, may from time to time be
			 parties to litigation, may be engaged in rapidly changing businesses with
			 products subject to a substantial risk of obsolescence, and may require
			 substantial additional capital to support their operations, finance expansion
			 or maintain their competitive position.

A portfolio company's failure to satisfy financial or operating covenants
		imposed by us or other lenders could lead to defaults and, potentially,
		termination of its loans and foreclosure on its assets, which could trigger
		cross-defaults under other agreements and jeopardize our portfolio company's
		ability to meet its obligations under the debt securities that we hold. We may
		incur expenses to the extent necessary to seek recovery upon default or to
		negotiate new terms with a defaulting portfolio company. In addition, if a
		portfolio company goes bankrupt, even though we may have structured our
		interest as senior debt, depending on the facts and circumstances, including
		the extent to which we actually provided significant "managerial assistance" to
		that portfolio company, a bankruptcy court might recharacterize our debt
		holding and subordinate all or a portion of our claim to that of other
		creditors.

Our failure to make follow-on investments in our portfolio companies
		could impair the value of our portfolio.

Following an initial investment in a portfolio company, we may make
		additional investments in that portfolio company as "follow-on" investments, in
		order to: (1) increase or maintain in whole or in part our equity ownership
		percentage; (2) exercise warrants, options or convertible securities that were
		acquired in the original or subsequent financing; or (3) attempt to preserve or
		enhance the value of our investment.

29

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We may elect not to make follow-on investments or otherwise lack
		sufficient funds to make those investments. We have the discretion to make any
		follow-on investments, subject to the availability of capital resources. The
		failure to make follow-on investments may, in some circumstances, jeopardize
		the continued viability of a portfolio company and our initial investment, or
		may result in a missed opportunity for us to increase our participation in a
		successful operation. Even if we have sufficient capital to make a desired
		follow-on investment, we may elect not to make a follow-on investment because
		we may not want to increase our concentration of risk, because we prefer other
		opportunities, or because we are inhibited by compliance with business
		development company requirements or the desire to maintain our tax status.

Our incentive fee may induce TIM to make speculative investments.

The incentive fee payable by us to TIM may create an incentive for TIM to
		make investments on our behalf that are risky or more speculative than would be
		the case in the absence of such compensation arrangement. The way in which the
		incentive fee payable to TIM is determined, which is calculated as a percentage
		of the return on invested capital, may encourage TIM to use leverage to
		increase the return on our investments. Under certain circumstances, the use of
		leverage may increase the likelihood of default, which would disfavor holders
		of our common stock. Similarly, because TIM will receive the incentive fee
		based, in part, upon the capital gains realized on our investments, the
		investment adviser may invest more than would otherwise be appropriate in
		companies whose securities are likely to yield capital gains, as compared to
		income producing securities. Such a practice could result in our investing in
		more speculative securities than would otherwise be the case, which could
		result in higher investment losses, particularly during cyclical economic
		downturns.

Our portfolio companies may incur debt that ranks equally with, or senior
		to, our investments in such companies.

We intend to invest primarily in senior debt securities, but may also
		invest in subordinated debt securities, issued by our portfolio companies. In
		some cases portfolio companies will be permitted to have other debt that ranks
		equally with, or senior to, the debt securities in which we invest. By their
		terms, such debt instruments may provide that the holders thereof are entitled
		to receive payment of interest or principal on or before the dates on which we
		are entitled to receive payments in respect of the debt securities in which we
		invest. Also, in the event of insolvency, liquidation, dissolution,
		reorganization or bankruptcy of a portfolio company, holders of debt
		instruments ranking senior to our investment in that portfolio company would
		typically be entitled to receive payment in full before we receive any
		distribution in respect of our investment. After repaying such senior
		creditors, such portfolio company may not have any remaining assets to use for
		repaying its obligations to us. In the case of debt ranking equally with debt
		securities in which we invest, we would have to share on an equal basis any
		distributions with other creditors holding such debt in the event of an
		insolvency, liquidation, dissolution, reorganization or bankruptcy of the
		relevant portfolio company. In addition, we will not be in a position to
		control any portfolio company by investing in its debt securities. As a result,
		we are subject to the risk that a portfolio company in which we invest may make
		business decisions with which we disagree and the management of such companies,
		as representatives of the holders of their common equity, may take risks or
		otherwise act in ways that do not best serve our interests as debt investors.

Because we generally do not hold controlling equity interests in our
		portfolio companies, we may not be in a position to exercise control over our
		portfolio companies or to prevent decisions by management of our portfolio
		companies that could decrease the value of our investments.

Although we may do so in the future, to date we have not taken
		controlling equity positions in our portfolio companies. As a result, we are
		subject to the risk that a portfolio company may make business decisions with
		which we disagree, and the stockholders and management of a portfolio company
		may take risks or otherwise act in ways that are adverse to our interests. Due
		to the lack of liquidity for the debt and equity investments that we typically
		hold in our portfolio companies, we may not be able to dispose of our
		investments in the event we disagree with the actions of a portfolio company,
		and may therefore suffer a decrease in the value of our investments.

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Risks Related To An Investment In Our Common Stock

Our common stock price may be volatile.

The trading price of our common stock may fluctuate substantially. The
		price of the common stock that will prevail in the market in the future may be
		higher or lower than the price you pay, depending on many factors, some of
		which are beyond our control and may not be directly related to our operating
		performance. These factors include, but are not limited to, the following:

|  |                                                                                 
|- | --------------------------------------------------------------------------------
|• | price
			 and volume fluctuations in the overall stock market from time to time;

|  |                                                                                                                                                                                                 
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|• | significant
			 volatility in the market price and trading volume of securities of regulated
			 investment companies, business development companies or other financial
			 services companies;

|  |                                                                                                                                           
|- | ------------------------------------------------------------------------------------------------------------------------------------------
|• | changes
			 in regulatory policies or tax guidelines with respect to regulated investment
			 companies or business development companies;

|  |                                                                                                                                                      
|- | -----------------------------------------------------------------------------------------------------------------------------------------------------
|• | actual
			 or anticipated changes in our earnings or fluctuations in our operating results
			 or changes in the expectations of securities analysts;

|  |                                            
|- | -------------------------------------------
|• | general
			 economic conditions and trends;

|  |                                       
|- | --------------------------------------
|• | loss
			 of a major funding source; or

|  |                                 
|- | --------------------------------
|• | departures
			 of key personnel.

In the past, following periods of volatility in the market price of a
		company's securities, securities class action litigation has often been brought
		against that company. Due to the potential volatility of our stock price, we
		may therefore be the target of securities litigation in the future. Securities
		litigation could result in substantial costs and divert management's attention
		and resources from our business.

Our shares may trade at discounts from net asset value or at premiums
		that are unsustainable over the long term.

Shares of business development companies may trade at a market price that
		is less than the net asset value that is attributable to those shares. The
		possibility that our shares of common stock will trade at a discount from net
		asset value or at premiums that are unsustainable over the long term are
		separate and distinct from the risk that our net asset value will decrease. It
		is not possible to predict whether our shares will trade at, above, or below
		net asset value.

There is a risk that you may not receive dividends or that our dividends
		may not grow over time.

We cannot assure you that we will achieve investment results or maintain
		a tax status that will allow or require any specified level of cash
		distributions or year-to-year increases in cash distributions.

ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES
		ABOUT MARKET RISK.

We are subject to certain market risks. Our primary market risk exposure
		relates to fluctuations in interest rates. At June 30, 2005, three debt
		investments in our portfolio were at fixed rates, and the remaining eleven debt
		investments were at variable rates, representing $29 million and $112 million
		in principal debt respectively. Variable rates are generally based upon the
		five-year US Treasury note. We expect that out future debt investments will
		generally be made at variable rates.

To illustrate the potential impact of a change in the underlying interest
		rate on our net increase in stockholders' equity resulting from operations, we
		have assumed a 1% increase in the underlying five-year US Treasury note, and no
		other change in our portfolio as of June 30, 2005. Under this analysis, the
		impact would be an approximately $280,000 increase in our investment income for
		the quarter.

We may in the future hedge against interest rate fluctuations by using
		standard hedging instruments such as futures, options and forward contracts.
		While hedging activities may insulate us against adverse changes in interest
		rates, they may also limit our ability to participate in the benefits of lower
		interest rates with respect to our portfolio of investments. We did not engage
		in any hedging activities during the first six months of 2005.

31

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ITEM 4.    CONTROLS AND PROCEDURES.

As of June 30, 2005, we, including our Chief Executive Officer and Chief
		Financial Officer, evaluated the effectiveness of the design and operation of
		our disclosure controls and procedures (as defined in Rule 13a-15(e) under the
		Securities Exchange Act of 1934). Based on that evaluation, our management,
		including the Chief Executive Officer and Chief Financial Officer, concluded
		that our disclosure controls and procedures were effective in timely alerting
		management, including the Chief Executive Officer and Chief Financial Officer,
		of material information about us required to be included in periodic SEC
		filings. However, in evaluating the disclosure controls and procedures,
		management recognized that any controls and procedures, no matter how well
		designed and operated, can provide only reasonable assurance of achieving the
		desired control objectives, and management necessarily was required to apply
		its judgment in evaluating the cost-benefit relationship of possible controls
		and procedures.

There have been no changes in our internal control over financial
		reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of
		1934) that occurred during the quarter ended June 30, 2005 that have materially
		affected, or are reasonably likely to materially affect, our internal control
		over financial reporting.

32

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PART
II—OTHER INFORMATION

ITEM 1.    LEGAL
PROCEEDINGS.

We are not currently subject to any material legal
proceedings, nor, to our knowledge, is any material legal proceeding
threatened against us. From time to time, we may be a party to certain
legal proceedings incidental to the normal course of our business
including the enforcement of our rights under contracts with our
portfolio companies. While the outcome of these legal proceedings
cannot be predicted with certainty, we do not expect that these
proceedings will have a material effect upon our business, financial
condition or results of operations.

ITEM 2.    UNREGISTERED
SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

While we did
not engage in unregistered sales of equity securities during the three
months ended June 30, 2005, we issued a total of 68,873 shares of
common stock under our dividend reinvestment plan pursuant to an
exemption from the registration requirements of the Securities Act of
1933. The aggregate offering price for the shares of common stock
issued under the dividend reinvestment plan was approximately $1.0
million.

ITEM 3.    DEFAULTS UPON SENIOR SECURITIES.

Not applicable.

ITEM 4.    SUBMISSION OF MATTERS TO A VOTE
OF SECURITY HOLDERS.

On June 8, 2005, we held our Annual
Meeting of Shareholders in Greenwich, Connecticut. Shareholders voted
on three matters; the substance of these matters and the results of the
voting of each such matter are described below.

1. Election of
Directors: Shareholders elected two directors of the Company, who will
each serve for three years, or until their respective successors are
elected and qualified. Votes were cast as
follows:

FOR

ABSTAINCharles
M. Royce


10,215,617



1,713,162Steven
P. Novak


11,772,481



156,298


The
following directors are continuing as directors of the Company for
their respective terms - Jonathan H. Cohen, Tonia L. Pankopf, and G.
Peter O'Brien.

2. Ratification of the selection of
PricewaterhouseCoopers LLP to serve as the Company's independent
registered public accounting firm for the year ending December 31,
2005. Votes were cast as
follows:

FOR

AGAINST

ABSTAIN11,782,225


130,401



16,153


ITEM
5.    OTHER INFORMATION.

Not applicable.

ITEM
6.    EXHIBITS.

(a)    EXHIBITS

The following
exhibits are filed as part of this report or hereby incorporated by
reference to exhibits previously filed with the
SEC:

3.1

Articles
of Incorporation (Incorporated by reference to the Registrant's
Registration Statement on Form N-2 (File No. 333-109055), filed on
September 23, 2003).


33

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3.2

Amended and Restated
Bylaws (Incorporated by reference to Pre-Effective Amendment No. 2 to
the Registrant's Registration Statement on Form N-2 (File No.
333-109055), filed on November 19,
2003).4.1

Form of Share Certificate
(Incorporated by reference to the Registrant's Registration
Statement on Form N-2 (File No. 333-109055), filed on September 23,
2003).10.1

Form of Amended and Restated
Investment Advisory Agreement between Registrant and Technology
Investment Management, LLC (Incorporated by reference to Appendix B to
the Registrant's Proxy Materials on Schedule 14A (File No.
000-50398) filed on May 18,
2004).10.2

Custodian Agreement between
Registrant and State Street Bank and Trust Company (Incorporated by
reference to Pre-Effective Amendment No. 2 to the Registrant's
Registration Statement on Form N-2 (File No. 333-109055), filed on
November 19, 2003).10.3

Administration
Agreement between Registrant and BDC Partners, LLC (Incorporated by
reference to Pre-Effective Amendment No. 2 to the Registrant's
Registration Statement on Form N-2 (File No. 333-109055), filed on
November 19, 2003).10.4

Dividend
Reinvestment Plan (Incorporated by reference to Pre-Effective Amendment
No. 1 to the Registrant's Registration Statement on Form N-2
(File No. 333-109055), filed on November 6,
2003).10.5

Credit Agreement between
Registrant and Bayerische Hypo-Und Vereinsbank, AG (Incorporated by
reference to Current Report on Form 8-K (File No. 000-50398) filed on
May 24, 2005).11

Computation of Per Share
Earnings (included in the notes to the audited financial statements
contained in this
report).31.1*

Certification of Chief
Executive Officer pursuant to Rule 13a-14 of the Securities Exchange
Act of 1934, as amended.31.2*

Certification
of Chief Financial Officer pursuant to Rule 13a-14 of the Securities
Exchange Act of 1934, as
amended.32.1*

Certification of Chief
Executive Officer pursuant to section 906 of The Sarbanes-Oxley Act of
2002.32.2*

Certification of Chief Financial
Officer pursuant to section 906 of The Sarbanes-Oxley Act of
2002.


|
|
|
|

|  |                
|- | ---------------
|* | Filed
herewith.

34

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.

Technology
Investment Capital
Corp.Date: August 8,
2005

By:

/s/ Jonathan H.
CohenJonathan H. CohenChief Executive OfficerDate: August 8,
2005

By:

/s/ Patrick F.
ConroyPatrick F.
ConroyChief Financial
Officer (Principal Accounting and Financial
Officer)


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