This paper presents experimental investigation of upstream roughness and Reynolds number effects on the recirculation region over a smooth forward facing step. The upstream rough wall was produced from 1.5 mm sand grains and the Reynolds number based on step height, Re h , was varied from 2040 to 9130 for both the upstream smooth and rough walls. For the smooth wall, the reattachment length increased monotonically with Re h to an asymptotic value of 2.2 step heights for Re h ≥ 6380. Upstream roughness reduced the reattachment length by 44% because of larger momentum deficit and higher turbulence level in the rough wall boundary layer. The mean velocities and Reynolds stresses were also reduced by roughness. The Reynolds shear stress and production of turbulent kinetic energy showed high negative values at the leading edge of the step indicating counter-gradient diffusion. The implications of these results for standard eddy viscosity models are discussed.