UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      D.C. 20549





**FORM
      10-K**




(Mark
      One)




**x
      ANNUAL REPORT PURSUANT
      TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF
      1934**





For
      the
      fiscal year ended April
      30, 2007




or





**o
      TRANSITION REPORT
      PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF
      1934**





For
      the
      transition period from _____________________________________ to
      __________________________________





Commission
      file number: 0-11306







VALUE
      LINE, INC.


(Exact
      name of registrant as specified in its charter)





New
                York
            13-3139843(State
                or other jurisdiction of incorporation or organization)
            (I.R.S.
                Employer Identification No.)220
                East 42nd Street, New York, New York
            10017-5891(Address
                of principal executive offices)
            (Zip
                Code)Registrant's
              telephone number, including area code (212) 907-1500Securities
              registered pursuant to Section 12(b) of the Act:Common
                Stock, $.10 par
                value
            The
                NASDAQ Stock Market LLC(Title
                of class)
            (Name
                of each exchange on which registered)Securities
                registered pursuant to Section 12(g) of the Act:
                None





Indicate
      by check mark if the registrant is a well-known seasoned issuer, as defined
      in
      Rule 405 of the Securities Act. o
      Yes   
x No





Indicate
      by check mark if the registrant is not required to file reports pursuant to
      Section 13 or Section 15(d) of the Act. o
      Yes    x No





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 (or for such shorter period
      that the registrant was required to file such reports), and (2) has been subject
      to such filing requirements for the past 90 days. x
      Yes    o No





Indicate
      by check mark if disclosure of delinquent filers pursuant to Item 405 of
      Regulations S-K (§229.405 of this chapter) is not contained herein, and will not
      be contained, to the best of registrant’s knowledge, in definitive proxy or
      information statements incorporated by reference in Part III of this Form 10-K
      or any amendment to this Form 10-K. x




Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer or a non-accelerated filer. See definition of “accelerated
      filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check
      one):





Large
      accelerated filer o Accelerated
      filer o Non-accelerated
      filer x





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act). Yes
oNo
x





The
      aggregate market value of the registrant's voting and non-voting common stock
      held by non-affiliates at October 31, 2006, was $71,997,780.





There
      were 9,981,600 shares of the registrant’s Common Stock outstanding at June 30,
      2007.





DOCUMENTS
      INCORPORATED BY REFERENCE




Portions
      of the registrant’s Proxy Statement relating to the registrant’s 2007 Annual
      Meeting of Shareholders, to be held on August 30, 2007, are incorporated by
      reference into Part III of this Annual Report on Form 10-K where
      indicated.







**TABLE
      OF CONTENTS**




**PART I**Item 1
            
            Business
            
            3Item 1A
            
            Risk
                Factors
            
            11Item 1B
            
            Unresolved
                Staff Comments
            
            13Item 2
            
            Properties
            
            13Item 3
            
            Legal
                Proceedings
            
            14Item 4
            
            Submission
                of Matters to a Vote of Security Holders
            
            14**PART II**Item 5
            
            Market
                for Registrant’s Common Equity, Related Stockholder Matters and Issuer
                Purchases of Equity Securities
            
            14Item 6
            
            Selected
                Financial Data
            
            15Item 7
            
            Management’s
                Discussion and Analysis of Financial Condition and Results of Operations
            
            16Item 7A
            
            Quantitative
                and Qualitative Disclosures About Market Risk
            
            23Item 8
            
            Financial
                Statements and Supplementary Data
            
            25Item 9
            
            Changes
                in and Disagreements with Accountants on Accounting and Financial
                Disclosure
            
            26Item 9A
            
            Controls
                and Procedures
            
            27Item 9B
            
            Other
                Information
            
            27**PART III**Item 10
            
            Directors,
                Executive Officers, and Corporate Governance
            
            28Item 11
            
            Executive
                Compensation
            
            29Item 12
            
            Security
                Ownership of Certain Beneficial Owners and Management and Related
                Stockholder Matters
            
            30Item 13
            
            Certain
                Relationships and Related Transactions and Director
                Independence
            
            31Item 14
            
            Principal
                Accounting Fees and Services
            
            31**PART IV**Item 15
            
            Exhibits
                and Financial Statement Schedules
            
            32Signatures
            
            33




EXHIBIT
                21.1EXHIBIT
                31.1EXHIBIT
                31.2EXHIBIT
                32.1EXHIBIT
                32.2





2




Part
      I





**Safe
      Harbor Statement under the Private Securities Litigation Reform Act of
      1995**





This
      report contains statements (including certain projections and business trends)
      accompanied by such phrases as “believe”, “estimate”, “expect”, “anticipate”,
“will”, “intend” and other similar or negative expressions, that are
“forward-looking statements” as defined in the Private Securities Litigation
      Reform Act of 1995. Actual results may differ materially from those projected
      as
      a result of certain risks and uncertainties, including but not limited to the
      following:





·
            dependence
                on key personnel;




·
            maintaining
                revenue from subscriptions for the Company’s
                products;




·
            protection
                of intellectual property rights;




·
            changes
                in market and economic conditions;




·
            fluctuations
                in the Company’s assets under management due to broadly based changes in
                the values of equity and debt securities, redemptions by investors
                and
                other factors;




·
            dependence
                on Value Line Funds for investment management and related
                fees;




·
            competition
                in the fields of publishing, licensing and investment
                management;




·
            the
                impact of government regulation on the Company’s business and the
                uncertainties of litigation and regulatory
                proceedings;




·
            terrorist
                attacks; and




·
            other
                risks and uncertainties, including but not limited to the risks described
                in Item 1A, “Risk Factors”, and other risks and uncertainties from time to
                time.





Any
      forward-looking statements are made only as of the date hereof, and the Company
      undertakes no obligation to update or revise the forward-looking statements,
      whether as a result of new information, future events or otherwise.





Item
      1.
      BUSINESS.





Value
      Line, Inc. (the "Company" or “Value Line”), a New York corporation, was
      organized in 1982 and is the successor to substantially all of the operations
      of
      Arnold Bernhard & Company, Inc. ("AB&Co.").





The
      Company's primary businesses are:





·
            Producing
                investment related periodical
                publications




·
            Licensing
                certain Value Line trademarks and Value Line proprietary ranking
                system
                information to third parties under written agreements for use in
                third
                party managed and marketed investment
                products




·
            Providing
                investment management and distribution services to the Value Line
                Funds,
                institutions and individual accounts and providing distribution services
                to the Value Line Funds.





The
      name
      "Value Line" as used to describe the Company, its products, and its
      subsidiaries, is a registered trademark of the Company.





***A.
      Investment Related Periodicals & Publications***





The
      investment related periodicals offered by Value Line Publishing Inc. (“VLP”), a
      wholly owned subsidiary of the Company, cover a broad spectrum of investments
      including stocks, mutual funds, options, convertible securities, and exchange
      traded funds (“ETFs”). The Company’s services are of interest to individual and
      professional investors, as well as to institutions including municipal and
      university libraries and investment firms. The services generally fall into
      four
      categories:




·
            Comprehensive
                reference periodical publications




·
            Targeted,
                niche periodical newsletters




·
            Investment
                analysis software




·
            Current
                and historical financial databases




3




The
      comprehensive services (The Value Line Investment Survey, The Value Line
      Investment Survey-Small and Mid-Cap Edition, The Value Line 600, and The Value
      Line Mutual Fund Survey) provide both statistical and text coverage of a large
      number of investment securities, with an emphasis placed on Value Line’s
      proprietary statistical rankings. The Value Line Investment Survey is the
      Company’s premier service published each week and covering approximately 1,700
      stocks.





The
      niche
      newsletters (The Value Line Special Situations Service, Value Line Select,
      The
      Value Line No-Load Fund Advisor, The Value Line Convertibles Survey, Value
      Line
      Daily Options, and Value Line ETF Survey) provide information on a less
      comprehensive basis for securities that the Company believes will be of interest
      to subscribers. Certain of these services make use of Value Line’s proprietary
      statistical rankings.





Investment
      analysis software (The Value Line Investment Analyzer and Mutual Fund Survey
      for *Windows* ®)
      includes data sorting and filtering tools. In addition, for institutional and
      professional subscribers, VLP offers current and historical financial databases
      (DataFile, Estimates & Projections, Convertibles and Mutual Funds) via
      CD-ROM or online.





Value
      Line offers online versions of most of its products at the Company’s website,
      www.valueline.com. Subscribers to the print versions generally receive free
      access to the corresponding online versions. The most comprehensive of the
      Company’s online efforts is The Value Line Research Center, which allows
      subscribers to access most of the investment services the Company publishes
      at a
      packaged price, but only via the Internet.





The
      print
      and electronic services include, but are not limited to the
      following:




*The
      Value Line Investment Survey®*




The
      Value
      Line Investment Survey is a weekly investment related periodical that in
      addition to various timely articles on current economic, financial and
      investment matters ranks common stocks for future relative performance based
      primarily on computer-generated statistics of financial results and stock price
      performance. Two of the evaluations for covered stocks are "TimelinessTM" and
      "SafetyTM.” Timeliness relates to the probable relative price performance of one
      stock over the next six to twelve months, as compared to the rest of the
      approximately 1,700 covered stocks. Rankings are updated each week and range
      from Rank 1 for the expected best performing stocks to Rank 5 for the expected
      poorest performers. "Safety" Ranks are a measure of risk and are based on the
      issuer's relative financial strength and its stock's price stability. "Safety"
      ranges from Rank 1 for the least risky stocks to Rank 5 for the riskiest. VLP
      employs analysts and statisticians who prepare articles of interest for each
      periodical and who evaluate stock performance and provide future earnings
      estimates and quarterly written evaluations with more frequent updates when
      relevant. The Value Line Investment Survey ** is
      also
      referred to as The Value Line Investment Survey - Standard Edition.





*The
      Value Line Investment Survey - Small and Mid-Cap Edition*




The
      Value
      Line Investment Survey - Small and Mid-Cap Edition is a weekly publication
      introduced in 1995 that provides detailed descriptions of approximately 1,800
      small and medium-capitalization stocks, many listed on NASDAQ, beyond the
      approximately 1,700 stocks of larger-capitalization companies covered in The
      Value Line Investment Survey - Standard Edition. Like The Value Line Investment
      Survey, the Small and Mid-Cap Edition has its own "Summary & Index"
      providing updated performance ranks and other data, as well as "screens" of
      key
      financial measures. The "Ratings and Reports" section, providing updated reports
      on about 140 stocks each week, has been organized to correspond closely to
      the
      industries reviewed in The Value Line Investment Survey - Standard Edition.
      A
      combined Index, published quarterly, allows subscribers to easily locate a
      specific stock among the approximately 3,500 stocks covered.





One
      unique feature in the Small and Mid-Cap Edition is The Performance Ranking
      System. It incorporates many of the elements of the Value Line Timeliness
      Ranking System, modified to accommodate the approximately 1,800 stocks in the
      Small and Mid-Cap Edition. The Performance Rank is based on earnings growth
      and
      price momentum, and is designed to predict relative price performance over
      the
      next six to 12 months.





The
      principal differences between the Small and Mid-Cap Edition and The Value Line
      Investment Survey’s Standard Edition are that the Small and Mid-Cap Edition does
      not include Value Line’s Timeliness Ranks, financial forecasts, analyst
      comments, or a Selection & Opinion section. These modifications allow VLP to
      offer this service at a relatively low price.




4





*The
      Value Line Mutual Fund Survey*




The
      Value
      Line Mutual Fund Survey is published once every three weeks and was introduced
      in 1993. It provides full-page profiles of about 700 mutual funds and condensed
      coverage of about 1,250 funds. Every three weeks, subscribers receive an updated
      issue, containing over 200 fund reports, plus a "Performance & Index"
      providing current rankings and performance figures for the full universe of
      about 2,000 funds, as well as articles on investment trends and developments
      of
      concern to mutual fund investors. Funds are ranked for both risk and overall
      risk-adjusted performance, using strictly quantitative means. The Value Line
      Mutual Fund Survey also includes annual profiles and analyses on 100 of the
      nation's major fund families.





*The
      Value Line No-Load Fund Advisor*




The
      Value
      Line No-Load Fund Advisor is a 32-page monthly newsletter featuring no-load
      and
      low-load, open-end mutual funds. It was introduced in 1994. Each issue offers
      strategies for maximizing total return, and model portfolios for a range of
      investor profiles. It also includes information about retirement planning,
      industry news, and specific fund reviews. A full statistical review, including
      latest performance, rankings, and sector weightings, is updated each month
      on
      600 leading no-load and low-load funds.





*The
      Value Line Special Situations Service*




The
      Value
      Line Special Situations Service concentrates on fast-growing, smaller companies
      whose stocks are perceived by VLP analysts as having exceptional appreciation
      potential. It was introduced in 1951.





*The
      Value Line Options Survey*




The
      Value
      Line Options Survey ** is
      a
      semi-monthly service that evaluates and ranks for expected performance
      approximately 8,000 U.S. equity options. It was introduced in 1973. An
      electronic version of this product, The Value Line Daily Options Survey
      (available over the Internet), was introduced during fiscal 1995. An enhanced
      version was introduced in fiscal 2002. It evaluates and ranks U.S. equity
      options (approximately 130,000). Features include an interactive database and
      a
      new spreadsheet.





*The
      Value Line Convertibles Survey*





Introduced
      in 1972, the Value Line Convertibles Survey is a semi-monthly print and online
      service that evaluates and ranks approximately 660 convertible securities (bonds
      and preferred stocks) and approximately 100 warrants for future market
      performance. The Value Line Electronic Convertibles, which was introduced in
      2001, provides daily price updates and analysis online.





*Value
      Line Select*




Value
      Line Select, a monthly publication, was first published in 1998. It focuses
      each
      month on a company that senior VLP analysts have chosen. Recommendations are
      backed by in-depth research and are subject to ongoing monitoring.





*The
      Value Line 600*




The
      Value
      Line 600 is a monthly service, which contains full-page reports on approximately
      600 stocks. Its reports provide information on many actively traded, larger
      capitalization issues as well as some smaller growth stocks. Since it was
      introduced in fiscal 1996, it has proven to be popular among investors who
      want
      the same type of analysis provided in The Value Line Investment Survey, but
      who
      do not want or need coverage of the approximately 1,700 companies contained
      in
      that publication. Readers also receive supplemental reports as well as a monthly
      Index, which includes updated statistics.





*Value
      Line Investment Analyzer*




Value
      Line Investment Analyzer is a powerful menu-driven software program with fast
      filtering, ranking, reporting and graphing capabilities utilizing over 350
      data
      fields for about 8,000 stocks, industries and indices, including the
      approximately 1,700 stocks covered in VLP’s benchmark publication, The Value
      Line Investment Survey.




5





Value
      Line Investment Analyzer allows subscribers to search over 350 data fields
      and
      apply more than 60 charting and graphing variables for comparative research.
      In
      addition to containing digital replicas of the entire Value Line Investment
      Survey, the Analyzer includes daily data updates through its integration with
      the Value Line databases via Internet connection. The software includes a
      portfolio module that lets users create and track their own stock portfolios
      in
      depth and up to ten years of historical financial data for scrutinizing
      performance, risk, yield and return.





*Value
      Line Mutual Fund Survey for Windows* ***®***




Value
      Line Mutual Fund Survey for Windows **®,** a
      monthly
      CD-ROM product with weekly internet updates, is the electronic version of The
      Value Line Mutual Fund Survey. The program features powerful sorting and
      filtering analysis tools. It includes features such as style attribution
      analysis, a portfolio stress tester, portfolio rebalancing, correlation of
      fund
      returns and hypothetical assets. Windows is a registered trademark of Microsoft
      Corp. Value Line, Inc. and Microsoft Corp. are not affiliated
      companies.





*Value
      Line DataFile*




Value
      Line DataFile contains current and historic annual and quarterly financial
      records for about 7,600 active companies and over 5,000 companies that no longer
      exist in nearly 100 industries. DataFile has over 400 annual and over 80
      quarterly fields for each of the companies included in the database. DataFile
      is
      sold to the institutional market. Value Line DataFile II, which includes less
      historical data, is also available. This version complies with Microsoft Access.
      In fiscal 1997, VLP introduced the Value Line Mutual Fund DataFile. It covers
      about 13,000 mutual funds with up to 20 years of historical data with almost
      200
      data fields. VLP also offers an Estimates and Projections File, with year-ahead
      and three- to five-year estimates of financial data and projections of
      stock-price ranges on companies covered in The Value Line Investment Survey,
      as
      well as a Convertible Securities File and custom services.





*Value
      Line Research Center*




The
      Value
      Line Research Center, an internet-only service, provides on-line access to
      certain of VLP’s leading publications covering stocks, mutual funds, and options
      and convertible securities as well as special situation stocks. This service
      includes full online subscriptions to The Value Line Investment Survey, The
      Value Line Mutual Fund Survey, The Value Line Daily Options Survey, The Value
      Line Investment Survey **-** Small
      and
      Mid-Cap Edition, The Value Line Convertibles Survey, The Value Line Special
      Situations Service and Value Line ETF Survey.





***B.***  ***Licensing
      Programs***





The
      Company has licensed for fees certain trademarks and proprietary information
      for
      products, including unit investment trusts, annuity trusts, managed accounts
      and
      exchange traded funds. The sponsors of these products act as wholesalers and
      distribute the products by syndicating them through an extensive network of
      national and regional brokerage firms. These broad marketing networks are
      assembled and re-assembled each time that a product is introduced into the
      retail marketplace by a licensed product sponsor.





The
      sponsors of these various products will typically license one or more
      proprietary ranking systems, which may include Value Line Timeliness, Safety,
      Technical and Performance ranks, as screens for their portfolios. The sponsors
      are also given permission to associate Value Line trademarks with the products.
      Value Line collects a licensing  fee
      from
      each of the product sponsors/managers primarily based upon the market value
      of
      assets invested in each product’s portfolio. Since these fees are based on the
      market value of the respective portfolio, the payments to Value Line, which
      are
      typically received on a quarterly basis, will fluctuate.





Value
      Line’s primary licensed products have been structured as Unit Investment Trusts,
      Exchange Traded Funds, Closed-end Funds (all three of which have now been
      converted into Exchange Traded Funds) and other types of managed products,
      all
      of which have in common some degree of reliance on ranking systems for their
      portfolio creation.





6




Examples
      of Value Line’s licensing methodology can be found in the following five Value
      Line indexed Exchange Traded Fund portfolios now listed on the American Stock
      Exchange:





First
      Trust Value Line Dividend Fund (FVD)




The
      FVD
      portfolio seeks to provide total return through a combination of current income
      and capital appreciation by investing in stocks selected by the third party
      licensee from among U.S. exchange listed securities of companies that pay above
      average dividends and have the potential for capital appreciation.




First
      Trust Value Line 100 (FVL)





FVL’s
      objective is to provide capital appreciation. It seeks to outperform the S&P
      500 Index by adhering to a disciplined strategy of investing in a diversified
      portfolio of the 100 common stocks ranked #1 using Value Line's Timeliness
      Ranking System. This fund was a closed end fund that became an ETF in June
      2007.




First
      Trust Value Line Equity Allocation Fund (FVI)





The
      FVI
      portfolio invests in a subset of the #1 and #2 ranked stocks per the Value
      Line
      Timeliness, Safety, and Technical Ranking Systems. The third party licensee
      purchases stocks in the index generated by the Company with the objective of
      capital appreciation.




PowerShares
      Value Line Timeliness Select Fund (PIV)





The
      PIV
      portfolio is constructed as an Index of 50 stocks within the 100 Rank #1
      Timeliness stocks which factors Value Line Safety and Technical ranks into
      the
      portfolio selection process.





PowerShares
      Value Line Industry Rotation Fund (PYH)





The
      PYH
      portfolio contains 50 stocks chosen from the highest ranked stocks for
      Timeliness from each of the top 50 industries based on Industry Timeliness
      ranks, and the second highest ranked stocks for Timeliness from each of the
      top
      25 industries based on Industry Timeliness ranks. The total number of stocks
      held by the Index is 75 stocks.




Total
      assets managed by third parties participating in licensing programs were $6.4
      billion as of April 30, 2007.




***C.***  ***Investment
      Management Services***





As
      of
      April 30, 2007, the Company was the investment adviser for 14 mutual funds
      registered under the Investment Company Act of 1940. Value Line Securities,
      Inc., a wholly owned subsidiary of the Company, acts as distributor for the
      Value Line Mutual Funds (“Value Line Funds”). State Street Bank and Trust
      Company, an unaffiliated entity, acts as custodian of the Funds' assets and
      provides fund accounting and administrative services to the Value Line Funds.
      Shareholder services for the Value Line Funds are provided by Boston Financial
      Data Services, an affiliate of State Street, which is not related to the
      Company.





7




Total
      net
      assets of the Value Line Funds at April 30, 2007, were:


(in
                  thousands)The
                  Value Line Fund, Inc.
              
              $
              196,644Value
                  Line Income and Growth Fund, Inc.
              
              
              373,961Value
                  Line Premier Growth Fund, Inc.
              
              
              523,493Value
                  Line Larger Companies Fund, Inc.
              
              
              298,743The
                  Value Line Cash Fund, Inc.
              
              
              177,788Value
                  Line U.S. Government Securities Fund, Inc.
              
              
              91,314Value
                  Line Centurion Fund, Inc.
              
              
              284,548The
                  Value Line Tax Exempt Fund, Inc.
              
              
              107,073Value
                  Line Convertible Fund, Inc.
              
              
              33,678Value
                  Line Aggressive Income Trust
              
              
              36,733Value
                  Line New York Tax Exempt Trust
              
              
              22,788Value
                  Line Strategic Asset Management Trust (“SAM”)
              
              
              634,557Value
                  Line Emerging Opportunities Fund, Inc.
              
              
              840,641Value
                  Line Asset Allocation Fund, Inc.
              
              
              131,973$
              3,753,934




The
      schedule below provides a breakdown of the major distribution channels for
      the
      Value Line Funds in terms of assets and shareholders.





Fund
                Categories
            
            Aggregate
                Asset Levels
            
            Percentage
                of Assets in Category
            
            Shareholder
                Accounts
            
            Percentage
                of Shareholder Accounts in CategoryGuardian
                SAM and Centurion Funds
            
            $
            919,105,000
            
            
            24.4
            %
            
            47,561
            
            
            24.2
            %Value
                Line Funds direct accounts
            
            $
            1,539,545,000
            
            
            41.1
            %
            
            65,723
            
            
            33.6
            %Value
                Line Funds omnibus accounts
            
            $
            1,295,284,000
            
            
            34.5
            %
            
            82,902
            
            
            42.2
            %Total
            
            $
            3,753,934,000
            
            
            100.0
            %
            
            196,186
            
            
            100.0
            %




Investment
      management fees and service and distribution fees vary among the funds and
      may
      be subject to certain limitations. Each mutual fund may use "Value Line" in
      its
      name only so long as the Company acts as its investment adviser.





Value
      Line Asset Management ("VLAM"), a division of the Company, manages pension
      funds
      and institutional and individual portfolios. VLAM has investment advisory
      agreements with its clients, which call for payments to the Company calculated
      on the basis of the market value of the assets under management. VLAM engages
      third party solicitors who are paid ongoing fees based on the market value
      of
      assets raised by their efforts.




8





***D.
      Wholly-Owned Operating Subsidiaries***





Wholly
      owned subsidiaries of the Company include VLP, Value Line Securities, Inc.
      (“VLS”), Vanderbilt Advertising Agency, Inc. (“VAA”), Compupower Corporation
      (“CPWR”) and Value Line Distribution Center (“VLDC”).





1. VLP
          is
          the publishing unit for the investment related periodical publications.





2.
      VAA
      places advertising on behalf of the Company's publications, investment advisory
      services, and mutual funds.





3.
      CPWR
      provides computerized subscription fulfillment services and subscriber relations
      services for VLP publications.





4.
      VLS is
      registered as a broker-dealer under the Securities Exchange Act of 1934 and
      is a
      member of the National Association of Securities Dealers, Inc. VLS is the
      distributor for the Value Line Funds. Shares of the Value Line Funds are sold
      to
      the public without a sales charge (i.e., on a "no-load" basis). VLS receives
      service and distribution fees, pursuant to rule 12b-1 of the Investment Company
      Act of 1940 from certain Value Line Funds. The 12b-1 plan is a compensatory
      plan
      and the fees payable to VLS under the 12b-1 plan are payable without regard
      to
      actual expenses incurred, which means the distributor may earn a profit under
      the plan.





5.
      VLDC
      primarily handles all of the mailings of the publications to VLP’s subscribers.
      Additionally, VLDC provides office space for Compupower’s subscriber relations
      and data processing departments, and provides a disaster recovery site for
      the
      New York operations.




***E.***  ***Trademarks***




The
      Company holds trademark and service mark registrations for various names in
      multiple countries. Value Line believes that these trademarks and service marks
      provide significant value to the Company and are an important factor in the
      marketing of its products and services.




***F.
      Investments***





The
      Company invests in the Value Line Funds, fixed income government obligations
      and
      other marketable securities. As of April 30, 2007, the Company had $49,716,000
      invested in the Value Line equity funds and $19,868,000 in the Value Line money
      market fund. Combined, this represents approximately 1.9% of total Value Line
      Funds net assets at April 30, 2007.




***G.
      Employees***





At
      April
      30, 2007, the Company and its subsidiaries employed 206 people.





The
      Company, its affiliates, officers, directors and employees, may from time to
      time own securities which are also held in the portfolios of the Value Line
      Funds or recommended in the Company's publications. Analysts are not permitted
      to own securities of the companies they cover. The Company has adopted rules
      requiring monthly reports of securities transactions by employees for their
      respective accounts and restricting trading in various types of securities
      in
      order to avoid possible conflicts of interest.





9




***H.
      Principal Business Segments***





The
      information with respect to revenues from external customers and profit and
      loss
      of the Company's identifiable principal business segments is incorporated herein
      by reference to Note 9 of the Notes to the Company's Consolidated Financial
      Statements included in this Annual Report on Form 10-K.




The
      Company's assets identifiable to each of its principal business segments were
      as
      follows:


April
                  30,2007
              
              2006
              
              2005(in
                  thousands)Investment
                  Periodicals, RelatedPublications
                  and Licensing
              
              $
              18,976
              
              $
              14,861
              
              $
              14,871Investment
                  Management
              
              
              80,581
              
              
              81,762
              
              
              44,409Corporate
                  Assets
              
              
              29,406
              
              
              22,591
              
              
              39,585$
              128,963
              
              $
              119,214
              
              $
              98,865


***I.
      Competition***





The
      investment management and the investment information and publications industries
      are very competitive. There are many competing firms and a wide variety of
      product offerings. Some of the firms in these industries are substantially
      larger and have greater financial resources than the Company. The Internet
      has
      increased the amount of competition in the form of free and paid investment
      research on the Internet, and the prevalence of broker “platforms” permitting
      easy transfer of assets among mutual funds and other investment vehicles.




***J.
      Executive Officers of the Registrant***





The
      following table lists the names, ages (at June 30, 2007), and principal
      occupations and employment during the past five years of the Company's Executive
      Officers. All officers are elected to terms of office for one year. Except
      as
      noted, each of the following has held an executive position with the companies
      indicated for at least five years.


Name
                
                Age
                
                Principal
                    Occupation or EmploymentJean
                    Bernhard Buttner
                
                72
                
                Chairman
                    of the Board, President and Chief Executive Officer of the Company
                    and AB&Co. Chairman of the Board and President of each of the Value
                    Line Funds.Mitchell
                    E. Appel
                
                36
                
                Chief
                    Financial Officer since September 2005; Treasurer from June to
September
                    2005; Chief Financial Officer, Circle Trust Company from January
                    2003 to
                    May 2005; Vice President - Finance, Orbitex Financial Services
                    Group and
                    Treasurer of Orbitex Group of Funds from 2000 to
                    2002.Howard
                    A. Brecher
                
                53
                
                Chief
                    Legal Officer, Vice President and Secretary; Assistant Treasurer
                    and
                    Assistant Secretary of each of the Value Line Funds since 2005;
                    Vice
                    President, Secretary, Treasurer and General Counsel of
                    AB&Co.
 10
 David
                    T. Henigson
                
                49
                
                Vice
                    President; Chief Compliance Officer; Vice President, Secretary,
                    and Chief
                    Compliance Officer of each of the Value Line Funds; Vice President
                    of
                    AB&Co.Stephen
                    R. Anastasio
                
                48
                
                Treasurer
                    of the Company and each of the Value Line Funds since September
                    2005;
                    Chief Financial Officer from 2003 to September 2005; Corporate
                    Controller
                    until 2003.


WEB
      SITE
      ACCESS TO SEC REPORTS




The
      Company’s Internet site address is www.valueline.com .
      The
      Company’s annual report on Form 10-K, quarterly reports on Form 10-Q, current
      reports on Form 8-K and any amendments to these reports are available free
      of
      charge on the “View Recent Value Line Financials” page under the “About Value
      Line” tab of the Company’s Internet site as soon as reasonably practicable after
      the reports are filed electronically with the Securities and Exchange
      Commission. All Company filings are also available on the SEC Internet site, www.sec.gov as soon
      as reasonably practicable after electronic filing.




ITEM
      1A.
      RISK FACTORS





In
      addition to the risks referred to elsewhere in this Annual Report on Form 10-K,
      the following risks, among others, sometimes may have affected, and in the
      future could affect, the Company and its subsidiaries’ business, financial
      condition or results of operations. The risks described below are not the only
      ones facing the Company and its subsidiaries. Additional risks not discussed
      or
      not presently known to the Company or that the Company currently deems
      insignificant may also impact its business, brand and stock price.




***The
      Company and its subsidiaries are dependent on key
      personnel.***




The
      Company and its subsidiaries rely on the efforts of its executives and
      professional staff. Its future success relies upon its ability to retain and
      recruit qualified professionals and executives. While the Company has back-up
      staff for most positions it is never-the-less possible that the loss of the
      services of key personnel could have an adverse effect on the Company because
      it
      could jeopardize its performance.




***If
      the Company does not maintain subscription revenue, its operating results could
      suffer.***




A
      substantial portion of the Company’s revenue is generated from subscriptions
      including print and electronic. VLP’s trial and full term subscriptions are
      typically paid in advance by subscribers. Unearned revenues are accounted for
      on
      the balance sheet of the Company. The backlog of orders is primarily generated
      through renewals and new subscription marketing efforts as the Company deems
      appropriate. Future results will depend on the renewal of existing subscribers
      and obtaining new subscriptions for the investment publications. The
      availability of free or low cost information on the Internet could negatively
      impact demand for VLP’s publications or impact its pricing. Licensing agreements
      are based on market interest in the respective proprietary information. If
      the
      sales of the Company’s publications or royalties from proprietary information
      decline, its operating results could suffer.




***Failure
      to protect our intellectual property rights and proprietary information could
      harm the Company’s ability to compete effectively and could negatively affect
      operating results.***




The
      Company’s trademarks and tradename protection are important assets to the
      Company. Although our trademarks are registered in the United States and in
      certain foreign countries, we may not always be successful in asserting global
      trademark or tradename protection. In the event that other parties infringe
      on
      our intellectual property rights and we are not successful in defending our
      intellectual property rights, the result may be a dilution in the value of
      the
      Company’s brands in the marketplace. If the value of our brands becomes diluted,
      or if competitors introduce brands that cause confusion with our brands in
      the
      marketplace, it could adversely affect the value that our customers associate
      with our brands, and thereby negatively impact our sales. Any infringement
      of
      our intellectual property rights would also likely result in a commitment of
      Company resources to protect these rights through litigation or otherwise.
      In
      addition, third parties may assert claims against our intellectual property
      rights and we may not be able successfully to resolve such claims.




11





***Adverse
      changes in market and economic conditions could lower demand for the Company’s
      products and services.***




The
      Company provides its products and services to individual investors, financial
      advisors, and institutional clients. Adverse conditions in the financial and
      securities markets may have an impact on the Company’s investment
      management revenues, securities income, subscriptions, and licensing services
      which could cause material changes in the Company’s operating
      results.





***The
      Company’s assets under management, which impact revenue, are subject to
      fluctuations based on market conditions and individual fund performance.***




Financial
      market declines and/or adverse changes in interest rates would generally
      negatively impact the level of the Company’s assets under management and
      consequently its revenue and net income. Major sources of investment management
      revenue for the Company (i.e., investment management and service and
      distribution fees) are calculated as percentages of assets under management.
      A
      decline in securities prices or in the sale of investment products or an
      increase in fund redemptions would reduce fee income. A recession or other
      economic or political events could also adversely impact the Company’s revenue
      if it led to a decreased demand for products, a higher redemption rate, or
      a
      decline in securities prices. Good performance of managed assets relative to
      both competing products and benchmark indices generally assists retention and
      growth of assets, resulting in additional revenues. Conversely, poor performance
      of managed assets relative to both competing products and benchmark indices
      tends to result in decreased sales and increased redemptions with corresponding
      decreases in revenues to the Company. Poor performance could, therefore, have
      a
      material adverse effect on the Company’s business and results of operations.




***The
      Company derives almost all of its investment management fees from the Value
      Line
      Funds.***




The
      Company is dependent upon management contracts and service and distribution
      contracts with the Value Line Funds under which these fees are paid. As required
      in the mutual fund industry, the Board of Directors of the Value Line Funds,
      a
      majority of whom are independent of the Company, may elect to terminate such
      contracts. If any of these contracts are terminated, not renewed, or amended
      to
      reduce fees, the Company’s financial results may be adversely
      affected.




***The
      Company is in the highly competitive fields of publishing and investment
      management.***




The
      Company competes with a large number of domestic and foreign investment
      management firms, broker-dealers and investment publishing firms offering
      competing products and services. Many of its competitors have greater resources
      and assets under management. The absence of significant barriers to entry by
      new
      investment management firms in the mutual fund industry increases competitive
      pressure. Entry barriers in publishing investment periodicals have been reduced
      by the minimal cost structure of the Internet and other technologies.
      Competition is based on various factors, including business reputation,
      investment performance, quality of service, marketing, distribution services
      offered, the range of products offered and fees charged. Since the Company
      is
      smaller than other companies in some of its product segments, adverse business
      developments may have an impact on the Company’s operating results.




***Government
      regulations, any changes to government regulations, and regulatory proceedings
      and litigation may adversely impact the business of the
      Company.***




Changes
      in legal, regulatory, accounting, tax and compliance requirements could have
      an
      effect on the Company’s operations and results, including but not limited to
      increased expenses and restraints on marketing certain funds and other
      investment products offered by the Company. Value Line, Inc. is registered
      with
      the Securities and Exchange Commission under the Investment Advisers Act of
      1940. The Investment Advisers Act imposes numerous obligations on registered
      investment advisers, including fiduciary, record keeping, operational and
      disclosure obligations. VLS is registered as a broker-dealer under the
      Securities Exchange Act of 1934 and is a member of the National Association
      of
      Securities Dealers, Inc. Each Value Line Fund is a registered investment company
      under the Investment Company Act of 1940. This Act requires numerous compliance
      measures, which must be observed, and involves regulation by the Securities
      and
      Exchange Commission. As well, each fund and its shareholders may face adverse
      tax consequences if the Value Line Funds are unable to maintain qualification
      as
      registered investment companies under the Internal Revenue Code of 1986, as
      amended. Those laws and regulations generally grant broad administrative powers
      to regulatory agencies and bodies such as the Securities and Exchange Commission
      and the National Association of Securities Dealers, Inc. If these agencies
      and
      bodies believe that the Company and its subsidiaries or the Value Line Funds
      have failed to comply with these laws and regulations, these agencies and bodies
      have the power to impose sanctions. The Company and the Value Line Funds, like
      other companies, can also face lawsuits by private parties and the Company
      along
      with its directors and officers have been sued from time to time. Regulatory
      proceedings and lawsuits are subject to uncertainties, and the outcomes are
      difficult to predict. Changes in laws, regulations or governmental policies,
      and
      the costs associated with compliance, could adversely affect the business and
      operations of the Company and the Value Line Funds. An adverse resolution of
      any
      regulatory proceeding or lawsuit against the Company, its directors, officers,
      or its subsidiaries could result in substantial costs or reputational harm
      to
      the Company and its subsidiaries or to the Value Line Funds and have a material
      adverse effect on the business and operations of the Company or the Value Line
      Funds.





12





***Terrorist
      attacks could adversely affect the Company.***




A
      terrorist attack, including biological or chemical weapons attacks, and the
      response to such terrorist attacks, could have a significant impact on the
      New
      York City area, the local economy, the United States economy, the global
      economy, and U.S. and/or global financial markets and could have a material
      adverse effect on the Company’s business.




Item
              1B.
            UNRESOLVED
                STAFF COMMENTS.





None.





Item
              2.
            PROPERTIES.





The
      Company leases approximately 64,000 square feet of office space at 220 East
      42 nd Street
      in
      New York. The lease expires May 2013. In addition to the New York, NY office
      space, the Company owns a warehouse facility with approximately 85,000 square
      feet in New Jersey. The facility primarily serves the distribution operations
      for the various Company publications and the fulfillment operations of CPWR
      for
      the publications and serves as a disaster recovery site for the Company. The
      Company believes the capacity of these facilities is sufficient to meet the
      Company's current and expected future requirements.





13




Item
              3.
            LEGAL
                PROCEEDINGS.




On
      September 17, 2003 the Company commenced an action in New York Supreme Court,
      seeking damages in an unspecified amount, against a small mutual fund company
      pertaining to a contemplated transaction. The Company was countersued for
      alleged damages in excess of $5,000,000. The action was settled in November
      2004
      following transfer to Federal Court in New York, without a material adverse
      effect on the Company. A related entity of the defendant in the Company’s New
      York action brought suit against the Company and certain directors in Federal
      Court in Texas in March 2004 based on the same transaction. On the Company’s
      motion, that action was transferred from Texas to the New York Federal Court,
      where it was dismissed in part. In November 2006, a written agreement was
      reached to resolve the remaining issues without any material adverse effect
      on
      the Company’s consolidated results of operation and financial
      condition.





By
      letter
      dated June 15, 2005, the staff of the Securities and Exchange Commission
      informed the Company that it was conducting an informal inquiry. Thereafter,
      the
      staff has requested documents and information related to, among other things,
      trades for the Company’s and its affiliates’ proprietary accounts, execution of
      trades through VLS for the Value Line Funds and the fees collected by VLS from
      the Value Line Funds pursuant to a rule 12b-1 service and distribution plan.
      The
      Company and its subsidiaries are cooperating with the inquiry. Management cannot
      determine the effect, if any, that the inquiry will have on the results of
      the
      Company’s operations and its financial condition.




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





No
      matters were submitted to a vote of the shareholders during the fourth quarter
      of the fiscal year ended April 30, 2007.




Part
      II




Item
              5.
            MARKET
                FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDERMATTERS
                AND ISSUER PURCHASES OF EQUITY
                SECURITIES.





The
      Registrant's Common Stock is traded on the NASDAQ Global MarketTM under the
      symbol “VALU”. The approximate number of record holders of the Registrant's
      Common Stock at April 30, 2007 was 58. As of June 29, 2007, the closing stock
      price was $43.90.




The
      reported high and low prices and the dividends paid on these shares during
      the
      past two fiscal years were as follows:


Dividend
                  DeclaredQuarter
                  Ended
              
              High
              
              Low
              
              Per
                  ShareJuly
                  31, 2006
              
              $
              45.82
              
              $
              38.83
              
              $
              .25October
                  31, 2006
              
              $
              54.56
              
              $
              44.02
              
              $
              .30January
                  31, 2007
              
              $
              48.32
              
              $
              44.37
              
              $
              .30April
                  30, 2007
              
              $
              50.00
              
              $
              44.93
              
              $
              .30July
                  31, 2005
              
              $
              40.02
              
              $
              35.64
              
              $
              .25October
                  31, 2005
              
              $
              39.27
              
              $
              36.00
              
              $
              .25January
                  31, 2006
              
              $
              36.46
              
              $
              33.37
              
              $
              .25April
                  30, 2006
              
              $
              41.96
              
              $
              37.25
              
              $
              .25




14





As
      of the
      date of this Annual Report on Form 10-K, there were no securities of the Company
      authorized for issuance under equity compensation plans. The Company did not
      sell any unregistered shares of common stock during Fiscal 2007.





There
      were no purchases of the Company’s equity securities by the Company or any
      affiliated purchaser during the fiscal quarter ended April 30, 2007.




Item
              6.
            SELECTED
                FINANCIAL DATA.





Earnings
      per share for each of the fiscal years shown below are based on the weighted
      average number of shares outstanding.


Years
                  ended April 30,2007
              
              2006
              
              2005
              
              2004
              
              2003(in
                  thousands, except per share amounts)Revenues:Investment
                  periodicalsand
                  related publications
              
              $
              45,619
              
              $
              47,703
              
              $
              50,172
              
              $
              51,360
              
              $
              52,055Licensing
                  Fees
              
              $
              6,861
              
              $
              5,016
              
              $
              2,541
              
              $
              1,137
              
              $
              414Investment
                  managementfees
                  and services
              
              $
              31,155
              
              $
              32,467
              
              $
              31,765
              
              $
              32,773
              
              $
              29,600Total
                  revenues
              
              $
              83,635
              
              $
              85,186
              
              $
              84,478
              
              $
              85,270
              
              $
              82,069Income
                  from operations
              
              $
              35,636
              
              $
              35,180
              
              $
              27,084
              
              $
              24,739
              
              $
              24,095Net
                  income
              
              $
              24,607
              
              $
              23,439
              
              $
              21,318
              
              $
              20,350
              
              $
              19,987Earnings
                  per share, basicand
                  fully diluted
              
              $
              2.47
              
              $
              2.35
              
              $
              2.14
              
              $
              2.04
              
              $
              2.00Total
                  assets
              
              $
              128,963
              
              $
              119,214
              
              $
              98,865
              
              $
              266,924
              
              $
              246,814Cash
                  dividends declaredper
                  share
              
              $
              1.15
              
              $
              1.00
              
              $
              1.00
              
              $
              18.50
              
              $
              1.00


15




Item
              7.
            MANAGEMENT’S
                DISCUSSION AND ANALYSIS OFFINANCIAL
                CONDITION AND RESULTS OF
                OPERATIONS.





The
      following Management’s Discussion and Analysis of Financial Condition and
      Results of Operations (“MD&A”) is intended to help a reader understand Value
      Line, its operations and business factors. The MD&A should be read in
      conjunction with Item 1, Business, and in conjunction with the consolidated
      financial statements and the accompanying notes contained in Item 8 of this
      report.





The
      MD&A includes the following subsections:





·
            Executive
                Summary of the Business




·
            Results
                of Operations




·
            Liquidity
                and Capital Resources




·
            Critical
                Accounting Estimates and Policies





**Executive
      Summary of the Business**





The
      Company's primary businesses are producing investment related periodical
      publications, licensing certain Value Line trademarks and Value Line proprietary
      ranking system information to third parties for use in selecting securities
      for
      third party marketed products, such as unit investment trusts, closed-end fund
      products and exchange traded funds, and providing investment management services
      to the Value Line Funds and other managed accounts.





The
      Company’s target audiences within the investment related periodical publications
      field are individual investors who look for complete research in one package
      and
      institutions that want to offer detailed research to their students or
      professional users.





Depending
      upon the product, the Company offers three months or less, annual, or multi-year
      subscriptions. Generally, all subscriptions are paid for in advance of
      fulfillment. Renewal orders are solicited primarily through a series of renewal
      efforts that include letters, email, and telesales efforts. New orders are
      generated primarily from targeted direct mail campaigns for specific products.
      Other sales channels used by the Company include advertising in media
      publications, the Internet, cross selling via telesales efforts and Internet
      promotions through a third party.





Institutional
      subscribers consist of investment management companies, colleges, and libraries.
      The Company has a dedicated department that solicits the institutional
      subscriptions. Fees for institutional services are based on university or
      college enrollment and number of users.





Cash
      received for retail and institutional orders is recorded as unearned revenues
      until the order is fulfilled. As the subscriptions are fulfilled, the Company
      recognizes revenue in equal installments over the life of the particular
      subscription.





The
      Company’s businesses consolidate into two business segments. The investment
      related periodical publications (retail and institutional) and licensing of
      trademarks and proprietary ranking system information consolidate into one
      segment titled Investment Periodicals, Publications and Licensing. The second
      segment consolidates the investment management services to the Value Line Funds
      and other managed accounts into a business segment titled Investment
      Management.




16




**Results
      of Operations**





The
      following table illustrates the key earnings figures for each of the past three
      years ended April 30, 2007, 2006, and 2005.




Year
                Ended April 30,
            
            
            
            
            
            
            
            Percentage
                Change(in
                thousands, except earnings per share)
            
            2007
            
            2006
            
            2005
            
            07
                vs 06
            
            06
                vs 05Earnings
                Per Share
            
            $
            2.47
            
            $
            2.35
            
            $
            2.14
            
            
            5.1
            %
            
            9.8
            %Net
                Income
            
            $
            24,607
            
            $
            23,439
            
            $
            21,318
            
            
            5.0
            %
            
            9.9
            %Operating
                Income
            
            $
            35,636
            
            $
            35,180
            
            $
            27,084
            
            
            1.3
            %
            
            29.9
            %Income
                from Securities transactions, net
            
            $
            4,867
            
            $
            3,869
            
            $
            8,278
            
            
            25.8
            %
            
            -53.3
            %




*Operating
      Revenues*





Year
                Ended April 30,
            
            
            
            
            
            
            
            Percentage
                Change(in
                thousands)
            
            2007
            
            2006
            
            2005
            
            07
                vs 06
            
            06
                vs 05Investment
                periodicals and related publications
            
            $
            45,619
            
            $
            47,703
            
            $
            50,172
            
            
            -4.4
            %
            
            -4.9
            %Licensing
                Fees
            
            $
            6,861
            
            $
            5,016
            
            $
            2,541
            
            
            36.8
            %
            
            97.4
            %Investment
                management fees and services
            
            $
            31,155
            
            $
            32,467
            
            $
            31,765
            
            
            -4.0
            %
            
            2.2
            %Total
                Operating Revenues
            
            $
            83,635
            
            $
            85,186
            
            $
            84,478
            
            
            -1.8
            %
            
            0.8
            %




Year
                Ended April 30,
              (As
                  a percentage of total operating revenues)
            
            2007
            
            2006
            
            2005Investment
                periodicals and related publications
            
            
            54.5
            %
            
            56.0
            %
            
            59.4
            %Licensing
                Fees
            
            
            8.2
            %
            
            5.9
            %
            
            3.0
            %Investment
                Management fees and services
            
            
            37.3
            %
            
            38.1
            %
            
            37.6
            %




*Investment
      periodicals and related publications revenues*





The
      investment periodicals and related publications revenues were down 4.4% and
      4.9%
      for fiscal 2007 and fiscal 2006. As a percentage of total operating revenues,
      investment periodicals and related publications revenues have fallen from 59.4%
      in fiscal 2005 to 54.5% in fiscal 2007. While the Company continues to bring
      in
      new subscribers through various marketing channels, primarily direct mail and
      the Internet, total product line circulation continues to decline. Factors
      that
      have contributed to the decline in the investment periodicals and related
      publications revenues include the increasing amount of competition in the form
      of free and paid investment research on the Internet and research provided
      by
      brokerage firms at no cost to their clients.




17




Within
      investment periodicals and related publications are subscription revenues to
      print and electronic products.





Year
                Ended April 30,
            
            
            
            
            
            
            
            Percentage
                Change(in
                thousands)
            
            2007
            
            2006
            
            2005
            
            07
                vs 06
            
            06
                vs 05Print
                publication revenues
            
            $
            34,090
            
            $
            36,756
            
            $
            39,242
            
            
            -7.3
            %
            
            -6.3
            %Electronic
                publication revenues
            
            $
            11,529
            
            $
            10,947
            
            $
            10,930
            
            
            5.3
            %
            
            0.2
            %Total
                investment periodicals and related publications revenue
            
            $
            45,619
            
            $
            47,703
            
            $
            50,172
            
            
            -4.4
            %
            
            -4.9
            %Unearned
                Revenues (Short and Long Term)
            
            $
            34,500
            
            $
            37,500
            
            $
            40,022
            
            
            -8.0
            %
            
            -6.3
            %




Value
      Line’s electronic publications revenues are derived from institutional and
      retail subscribers. For the year ended April 30, 2007, institutional revenues
      increased $1,034,000 or 29%, while revenues from retail subscribers were down
      $452,000 or 6%. The decrease in electronic retail publications revenues is
      attributable to the decrease in circulation within the Company’s software
      products.




*Licensing
      revenues*





Licensing
      fee revenues have grown $1,845,000, $2,475,000 and $1,404,000 respectively
      each
      of the last three years ended April 30, 2007, 2006,and 2005. As of April 30,
      2007, total third party sponsored assets attributable to the licensing business
      represent $6.4 billion in various products. The Company believes the growth
      of
      the business is dependent upon the desire of third party marketers to use the
      Value Line trademarks and proprietary research for their products, signing
      new
      licensing agreements, and the marketplace’s acceptance of new products. While
      assets and revenues grew in fiscal year 2007 and in fiscal year 2006, the
      Company did not sign any new agreements with sponsors in fiscal year 2007.
      It
      did however expand existing relationships with additional third party products
      offered. Value Line believes it was an early entrant into this new market five
      years ago and today the market has matured and the Company and its third party
      sponsors face more competition in the marketplace.




*Investment
      management fees and distribution services revenues*





The
      investment management fees and distribution services revenues were down
      $1,312,000 for the year ended April 30, 2007 compared to year ended April 30,
      2006, but up $702,000 and $1,008,000 in years ended April 30, 2006 and 2005.
      While management fees in fiscal year 2007 were up $1,623,000 from fiscal year
      2006 there was a net decrease in investment management fees and distribution
      services revenues for fiscal 2007 due to 12b-1 fee waivers for certain of the
      Value Line funds. For the twelve months ended April 30, 2007, 2006, and 2005,
      12b-1 fee waivers were $3,127,000, $282,000, and $0. For the twelve months
      ended
      April 30, 2007, 2006, and 2005, total management fee waivers were $250,000,
      $40,000, and $0. The Company and its subsidiary, VLS, have no right to recoup
      the previously waived amounts of management fees and 12b-1 fees. Beginning
      November 2004, VLS suspended its business of executing trades for any of the
      Value Line Funds, from which it had earned net commission revenues. Due to
      increased net assets, higher investment management fees mostly offset the
      decline in net commission revenues for fiscal 2005.





18




The
      table
      below illustrates the total fund assets for years ended April 30, 2007, 2006,
      and 2005. The second table shows the two channels the equity funds are
      available. Shares of SAM and Centurion are available to the public only through
      the purchase of certain variable annuity and variable life insurance contracts
      issued by The Guardian Insurance & Annuity Company, Inc.
      (“GIAC”).





Year
                Ended April 30,
            
            
            
            
            
            
            
            Percentage
                Change(in
                thousands)
            
            2007
            
            2006
            
            2005
            
            07
                vs 06
            
            06
                vs 05Equity
                funds
            
            $
            3,284,560
            
            $
            3,290,291
            
            $
            2,606,335
            
            
            -0.2
            %
            
            26.2
            %Fixed
                income funds
            
            $
            291,586
            
            $
            314,022
            
            $
            361,833
            
            
            -7.1
            %
            
            -13.2
            %Money
                market funds
            
            $
            177,788
            
            $
            166,142
            
            $
            159,814
            
            
            7.0
            %
            
            4.0
            %Total
                net assets
            
            $
            3,753,934
            
            $
            3,770,455
            
            $
            3,127,982
            
            
            -0.4
            %
            
            20.5
            %Equity
                fund assets sold through GIAC
            
            $
            924,231
            
            $
            1,055,069
            
            $
            1,018,717
            
            
            -12.4
            %
            
            3.6
            %All
                other equity fund assets
            
            $
            2,360,329
            
            $
            2,235,222
            
            $
            1,587,618
            
            
            5.6
            %
            
            40.8
            %Total
                equity fund net assets
            
            $
            3,284,560
            
            $
            3,290,291
            
            $
            2,606,335




The
      Company believes that the 5.6% and 40.8% growth in equity funds for fiscal
      2007
      and fiscal 2006, excluding SAM and Centurion, has been in large part due to
      the
      superior performance for certain Value Line Funds at various intervals in terms
      of short, mid and long-term returns over the two years. As of March 31, 2007,
      80% of the equity funds, excluding SAM and Centurion, had a four or five star
      ratings by Morningstar. The largest distribution channel for the Value Line
      funds remains the fund supermarket platforms such as Schwab, Ameritrade, and
      National City Bank.





*Expenses*





*Advertising
      and promotion*






Year
                Ended April 30,
            
            
            
            
            
            
            
            
            
            
            Percentage
                Change(in
                thousands)
            
            
            2007
            
            
            2006
            
            
            2005
            
            
            07
                vs 06
            
            06
                vs 05Advertising
                and promotion
            
            $
            14,628
            
            $
            13,671
            
            $
            20,455
            
            
            7.0
            %
            -33.2
            %




Advertising
      and promotion for the year ended April 30, 2007 increased $957,000 from fiscal
      year 2006. The primary increase is within the fees paid to third party
      intermediaries, such as Schwab to market the Value Line Funds. This expense
      will
      fluctuate based on assets invested in the Value Line Funds by clients of the
      intermediaries, the change in market value of such assets, and the addition
      of
      any new intermediary selling agreements. The Company anticipates third party
      intermediary expenses will continue to increase as assets continue to grow.
      Costs associated with direct mail remained substantially the same, while the
      overall number of pieces mailed increased year to year. The Company also
      increased its expenditures in print media promoting the Value Line Funds and
      The
      Value Line Investment Survey in separate campaigns in select markets. For the
      year ended April 30, 2006 as compared to April 30, 2005, advertising expenses
      decreased $6,784,000 primarily from the reduction in media advertising and
      the
      frequency of marketing campaigns and fewer pieces having been mailed in fiscal
      year 2006 for the Company’s investment periodicals.





*Salary
      and employee benefits*





Year
                Ended April 30,
            
            
            
            
            
            
            
            Percentage
                Change(in
                thousands)
            
            2007
            
            2006
            
            2005
            
            07
                vs 06
            
            06
                vs 05Salaries
                and employee benefits
            
            $
            18,409
            
            $
            19,025
            
            $
            19,445
            
            
            -3.2
            %
            
            -2.2
            %




19




The
      Company employed 206 employees at year-end April 30, 2007, as compared to 228
      at
      year-end April 30, 2006 and 245 at year-end April 30, 2005. The Company has
      increased productivity by the combination of roles and responsibilities along
      with selective outsourcing. Some duplication of effort has been eliminated
      and
      certain tasks, such as data entry, have been outsourced to third party vendors
      that the Company believes can provide better controls and faster results at
      a
      favorable cost.





*Production
      and distribution*





Year
                Ended April 30,
            
            
            
            
            
            
            
            Percentage
                Change(in
                thousands)
            
            2007
            
            2006
            
            2005
            
            07
                vs 06
            
            06
                vs 05Production
                and distribution
            
            $
            6,981
            
            $
            7,073
            
            $
            8,589
            
            
            -1.3
            %
            
            -17.7
            %




Production
      and distribution expenses for the fiscal year ended April 30, 2007 were $92,000
      below expenses for fiscal 2006. Production and distribution expenses for the
      fiscal year ended April 30, 2006 were $1,516,000 below expenses for fiscal
      2005.
      The decline in expenses was primarily due to lower demand for paper, printing
      and mailing costs that resulted primarily from a decrease in circulation of
      the
      print products. Partially offsetting the savings in fiscal 2007 was an increase
      in the cost of paper and an increase in postage rates.




*Office
      and administration*





Year
                Ended April 30,
            
            
            
            
            
            
            
            Percentage
                Change(in
                thousands)
            
            2007
            
            2006
            
            2005
            
            07
                vs 06
            
            06
                vs 05Office
                and administration
            
            $
            7,981
            
            $
            10,237
            
            $
            8,905
            
            
            -22.0
            %
            
            15.0
            %




Office
      and administration expenses for the fiscal year ended April 30, 2007 were
      $2,256,000 below expenses for fiscal 2006. Office and administration expenses
      for the fiscal year ended April 30, 2006 were $1,332,000 above expenses for
      fiscal 2005. In fiscal 2007 professional fees significantly decreased from
      fiscal 2006. Professional fees can fluctuate year to year based on the level
      of
      activity requiring the use of outside professional consultants. Within
      Occupancy, during the last fiscal quarter of fiscal 2007, the Company extended
      its lease in midtown New York extending the lease expiration date to May 2013
      on
      negotiated terms in place of the Company’s renewal option at market rate, which
      resulted in significantly higher rent as a result of market conditions. The
      increase in office and administrative expenses for fiscal 2006 was primarily
      due
      to an increase in professional fees and the additional ongoing costs associated
      with outsourcing certain of the mutual fund administration functions.




*Income
      from securities transactions, net*




For
      the
      year ended April 30, 2007, the Company’s income from securities transactions,
      net, is $998,000 higher than the year ended April 30, 2006. Income from
      securities transactions, net, includes dividend and interest income that is
      $1,005,000 higher than the previous year due to an increase in interest rates.
      Income from securities transactions for the twelve months ended April 30, 2006
      included dividend and interest income of $1,844,000, 206% higher than fiscal
      2005. Capital gains, net of capital losses, for the year ended April 30, 2007
      is
      $2,052,000 of which $2,065,000 represents distributions from the Value Line
      Funds. This compares to capital gains, net of capital losses, of $2,079,000
      during the fiscal year ended April 30, 2006, of which $2,355,000 represents
      distributions from the Value Line Funds. The fiscal year ended April 30, 2005
      included capital gains that resulted from partial sales of the Company’s
      holdings of equity securities in preparation for payment of a special dividend
      of $17.50 per common share during the first quarter of fiscal 2005 and proceeds
      of $433,000 from the initial proceeds from the installment sale of an investment
      in a privately held company.




20





**Liquidity
      and Capital Resources**





The
      Company had working capital of $75,174,000 as of April 30, 2007 and $63,823,000
      as of April 30, 2006. Cash and short-term securities as of April 30, 2007
      totaled $97,427,000 and $81,246,000 as of April 30, 2006.




*Cash
      from operating activities*





The
      Company’s cash flow from operations of $25,181,000 for the twelve months ended
      April 30, 2007 was 33.1% above cash flow from operations of $18,919,000 for
      the
      twelve months ended April 30, 2006. The primary change was the proceeds
      from sales of fixed income debt securities partially offset by purchase of
      additional fixed income debt securities within VLS, the Company’s broker/dealer,
      and the decrease in accounts payable and accrued expenses within the
      Company.





For
      fiscal year 2006, cash flow from operations was 48% lower than fiscal 2005’s
      cash flow of $36,590,000. The decrease in cash flow from operations was
      primarily due to the liquidation of the Company’s trading securities portfolio
      in fiscal year 2005 in anticipation of the $17.50 special dividend.





*Cash
      from investing activities*





The
      Company’s cash outflow from investing activities of $8,927,000 for the twelve
      months ended April 30, 2007 was $9,349,000 below the cash in flow from
      investing activities for the twelve months ended April 30, 2006 due to
      the purchase of fixed income securities during the year. Net cash inflows
      of $422,000 from investing activities during the twelve months of fiscal 2006
      compared to net cash outflows of $24,071,000 during fiscal 2005, which primarily
      resulted from purchases of fixed income securities in fiscal 2005.





*Cash
      from financing activities*





The
      Company’s net cash outflow from financing activities of $10,980,000 for the
      twelve months ended April 30, 2007 increased 10% from fiscal 2006 due to the
      payment of a higher quarterly dividend of $0.30 for the final three quarters
      of
      fiscal 2007 as compared to $0.25 for each quarter in fiscal 2006 and the first
      quarter of fiscal 2007. Cash outflows from financing activities for fiscal
      year
      2005 of $184,656,000 reflect the Company’s quarterly dividends of $.25 per share
      for each quarter as well as a special $17.50 dividend paid to all shareholders
      on May 19, 2004.




Management
      believes that the Company’s cash and other liquid asset resources used in its
      business together with the future cash flows from operations will be sufficient
      to finance current and forecasted operations. Management did not borrow in
      fiscal 2006 or fiscal 2007 and does not anticipate any borrowing in fiscal
      2008.




**Critical
      Accounting Estimates and Policies**





The
      Company prepares its consolidated financial statements in accordance with
      accounting principles generally accepted in the United States. The preparation
      of these financial statements requires the Company to make estimates and
      judgments that affect the reported amounts of assets, liabilities, revenues
      and
      expenses. The Company bases its estimates on historical experience and on
      various other assumptions that it believes to be reasonable under the
      circumstances, the results of which form the basis for making judgments about
      the carrying values of assets and liabilities that are not readily apparent
      and
      the Company evaluates its estimates on an ongoing basis. Actual results may
      differ from these estimates under different assumptions or conditions. The
      Company believes the following critical accounting policies reflect the
      significant judgments and estimates used in the preparation of its Consolidated
      Financial Statements:





·
            Revenue
                recognition




·
            Income
                taxes




21




*Revenue
      Recognition*




The
      majority of the Company’s revenues come from the sale of print and electronic
      subscriptions, investment management and service and distribution fees, and
      licensing proprietary information. The Company recognizes subscription revenue
      in equal amounts over the term of the subscription, which generally ranges
      from
      three months to three years, varying based on the product or service. Investment
      management fees and service and distribution fee revenues for the Value Line
      Funds are recognized each month based upon the daily net assets of each fund.
      Licensing fees are calculated monthly based on market fluctuation and billed
      quarterly. The Company believes that the estimates related to revenue
      recognition are critical accounting estimates, and to the extent that there
      are
      material differences between its determination of revenues and actual results,
      its financial condition or results of operations may be affected.




*Income
      Taxes*




The
      Company’s effective annual income tax expense rate is based on the U.S. federal
      and state and local jurisdiction tax rates on income and losses that are part
      of
      our Consolidated Financial Statements. Tax-planning opportunities and the blend
      of business income and income from securities transactions will impact the
      effective tax rate in the various jurisdictions in which the Company operates.
      Significant judgment is required in evaluating our tax positions.




Tax
      law
      requires items to be included in the tax return at different times from when
      these items are reflected in the Company’s Consolidated Financial Statements. As
      a result, the effective tax rate reflected in our Consolidated Financial
      Statements is different from the tax rate reported on the Company’s tax return
      (the Company’s cash tax rate). Some of these differences are permanent, such as
      non-taxable income that is not includable in the Company’s tax return and
      expenses that are not deductible in the Company’s tax return, and some
      differences reverse over time, such as depreciation and amortization expenses.
      These timing differences create deferred tax assets and liabilities. Deferred
      tax assets and liabilities are determined based on temporary differences between
      the financial reporting and the tax basis of assets and
      liabilities.




As
      of
      April 30, 2007, the Company had $8.7 million of deferred tax liabilities and
      $139,000 of short-term deferred tax assets. In assessing the Company’s deferred
      tax assets, the Company considers whether it is more likely than not that some
      portion or all of the deferred tax assets will not be realized. The ultimate
      realization of deferred tax assets is dependent upon the generation of future
      taxable income during the periods in which those temporary differences become
      deductible.




In
      assessing the need for a valuation allowance, the Company considers both
      positive and negative evidence, including tax-planning strategies, projected
      future taxable income, and recent financial performance. If after future
      assessments of the realizability of the deferred tax assets the Company
      determines a lesser allowance is required, the Company would record a reduction
      to the income tax expense and to the valuation allowance in the period this
      determination was made. This would cause the Company’s income tax expense,
      effective tax rate, and net income to fluctuate.




In
      addition, the Company establishes reserves at the time that it determines that
      it is more likely than not that it will need to pay additional taxes related
      to
      certain matters. The Company adjusts these reserves, including any impact of
      the
      related interest and penalties, in light of changing facts and circumstances
      such as the progress of a tax audit. A number of years may elapse before a
      particular matter for which the Company has established a reserve is audited
      and
      finally resolved. The number of years with open tax audits varies depending
      on
      the tax jurisdiction. While it is often difficult to predict the final outcome
      or the timing of resolution of any particular tax matter, the Company records
      a
      reserve when it determines the likelihood of loss is more likely than not.
      Such
      liabilities are recorded as income taxes payable in the Company’s Consolidated
      Balance Sheets. Settlement of any particular issue would usually require the
      use
      of cash. Favorable resolutions of tax matters for which the Company has
      previously established reserves are recognized as a reduction to the Company’s
      income tax expense when the amounts involved become known.




22




Assessing
      the future tax consequences of events that have been recognized in the Company’s
      financial statements or tax returns requires judgment. Variations in the actual
      outcome of these future tax consequences could materially impact the Company’s
      financial position, results of operations, or cash flows.




**Off-Balance
      Sheet Arrangements**




The
      Company has no off-balance sheet arrangements.




**Contractual
      Obligations**




Below
      is
      a summary of certain contractual obligations (in thousands):




ContractualObligations
            
            Total
            
            Less
                Than
              1
                Year
            
            1-3
                years
            
            3-5
                years
            
            More
                Than
              5
                YearsOperating
                Lease Obligations
            
            $
            17,598
            
            $
            3,110
            
            $
            6,166
            
            $
            5,896
            
            $
            2,426Purchase
                Obligations
            
            
            –
            
            
            –
            
            
            –
            
            
            –
            
            
            –Other
                Long-term Obligations reflected on Balance Sheet
            
            $
            34,500
            
            $
            28,552
            
            $
            5,948
            
            
            –
            
            
            –TOTAL
            
            $
            52,098
            
            $
            31,662
            
            $
            12,114
            
            $
            5,896
            
            $
            2,426




Item
      7A.
      QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.





**Market
      Risk Disclosures**




The
      Company’s Consolidated Balance Sheet includes a substantial amount of assets
      whose fair values are subject to market risks. The Company’s significant market
      risks are primarily associated with interest rates and equity prices. The
      following sections address the significant market risks associated with the
      Company’s business activities.




23





**Interest
      Rate Risk**





The
      Company’s strategy has been to acquire highly liquid debt securities with
      extremely low credit risk. Despite this strategy management recognizes and
      accepts the possibility that losses may occur. To limit the price fluctuation
      in
      these securities from interest rate changes, the Company’s management invests
      primarily in short-term obligations maturing in 1 to 5 years.





The
      fair
      values of the Company’s fixed maturity investments will fluctuate in response to
      changes in market interest rates. Increases and decreases in prevailing interest
      rates generally translate into decreases and increases in fair values of those
      instruments. Additionally, fair values of interest rate sensitive instruments
      may be affected by prepayment options, relative values of alternative
      investments, and other general market conditions.





The
      following table summarizes the estimated effects of hypothetical increases
      and
      decreases in interest rates on assets that are subject to interest rate risk.
      It
      is assumed that the changes occur immediately and uniformly to each category
      of
      instrument containing interest rate risks. The hypothetical changes in market
      interest rates do not reflect what could be deemed best or worst case scenarios.
      Variations in market interest rates could produce significant changes in the
      timing of repayments due to prepayment options available. For these reasons,
      actual results might differ from those reflected in the table. Dollars are
      in
      thousands.


Estimated
                  Fair Value afterHypothetical
                    Change in Interest Rates(bp
                  = basis points)6
                  mo.
              
              6
                  mo.
              
              1
                  yr.
              
              1
                  yr.Fair
              
              50bp
              
              50bp
              
              100bp
              
              100bpFixed
                  Income Securities
              
              Value
              
              increase
              
              decrease
              
              increase
              
              decreaseAs
                  of April 30, 2007Investments
                  in securities with fixed maturities
              
              $
              42,952
              
              $
              42,357
              
              $
              43,074
              
              $
              41,900
              
              $
              43,054As
                  of April 30, 2006Investments
                  in securities with fixed maturities
              
              $
              41,585
              
              $
              41,549
              
              $
              41,801
              
              $
              41,514
              
              $
              41,821


Management
      regularly monitors the maturity structure of the Company’s investments in debt
      securities in order to maintain an acceptable price risk associated with changes
      in interest rates.





**Equity
      Price Risk**




The
      carrying values of investments subject to equity price risks are based on quoted
      market prices or management’s estimates of fair value as of the balance sheet
      dates. Market prices are subject to fluctuation and, consequently, the amount
      realized in the subsequent sale of an investment may significantly differ from
      the reported market value. Fluctuation in the market price of a security may
      result from perceived changes in the underlying economic characteristics of
      the
      issuer, the relative price of alternative investments and general market
      conditions. Furthermore, amounts realized in the sale of a particular security
      may be affected by the relative quantity of the security being
      sold.





Value
      Line invests a significant level of its assets in equity securities, primarily
      the Value Line Funds. Each mutual fund invests in a variety of equity positions.




24







The
      table
      below summarizes Value Line’s equity price risks as of April 30, 2007 and 2006
      and shows the effects of a hypothetical 30% increase and a 30% decrease in
      market prices as of those dates. The selected hypothetical changes do not
      reflect what could be considered the best or worst case scenarios. Dollars
      are
      in thousands.




Equity
                  Securities
              
              Fair
                  Value
              
              Hypothetical
                    Price
                      Change
              
              Estimated
                      Fair
                        Value after
                      Hypothetical
                      Change
                        in Prices
              
              Hypothetical
                      Percentage
                    Increase
                      (Decrease) in
                    Shareholders’
                      EquityAs
                  of April 30, 2007
              
              $
              49,719
              
              30%
                increase
              
              $
              64,635
              
              
              12.83
              %30%
                decrease
              
              $
              34,803
              
              
              (12.83
              )%As
                  of April 30, 2006
              
              $
              46,644
              
              30%
                increase
              
              $
              60,637
              
              
              14.69
              %30%
                decrease
              
              $
              32,651
              
              
              (14.69
              )%




Item
      8.
      FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.




The
      following consolidated financial statements of the registrant and its
      subsidiaries are included as a part of this Form 10K:




Page
                  NumberReport
                  of independent auditors
              35Consolidated
                  balance sheets—April
                  30,
                  2007 and 2006
              36Consolidated
                  statements of income and retained earnings-years
                  ended April 30, 2007, 2006 and 2005
              37Consolidated
                  statements of cash flows-years
                  ended April 30, 2007, 2006 and 2005
              38Consolidated
                  statement of changes in shareholders’ equity
              39-years
                  ended April 30, 2007, 2006 and 2005Notes
                  to the consolidated financial statements
              40





25





Quarterly
      Results (Unaudited)


(in
      thousands, except per share amounts)


Income
              
              
              
              EarningsTotal
              
              From
              
              Net
              
              PerRevenues
              
              Operations
              
              Income
              
              Share2007,
                  by Quarter -First
              
              $
              21,391
              
              $
              9,869
              
              $
              6,271
              
              $
              0.63Second
              
              
              20,745
              
              
              9,061
              
              
              5,909
              
              
              0.59Third
              
              
              21,061
              
              
              8,859
              
              
              7,192
              
              
              0.72Fourth
              
              
              20,438
              
              
              7,847
              
              
              5,235
              
              
              0.53Total
              
              $
              83,635
              
              $
              35,636
              
              $
              24,607
              
              $
              2.472006,
                  by Quarter -First
              
              $
              20,874
              
              $
              9,163
              
              $
              5,648
              
              $
              0.57Second
              
              
              21,002
              
              
              8,470
              
              
              5,385
              
              
              0.54Third
              
              
              21,582
              
              
              8,037
              
              
              6,694
              
              
              0.67Fourth
              
              
              21,728
              
              
              9,510
              
              
              5,712
              
              
              0.57Total
              
              $
              85,186
              
              $
              35,180
              
              $
              23,439
              
              $
              2.352005,
                  by Quarter -First
              
              $
              21,380
              
              $
              6,245
              
              $
              5,941
              
              $
              0.60Second
              
              
              20,922
              
              
              5,868
              
              
              5,798
              
              
              0.58Third
              
              
              21,058
              
              
              6,437
              
              
              4,657
              
              
              0.46Fourth
              
              
              21,118
              
              
              8,534
              
              
              4,922
              
              
              0.50Total
              
              $
              84,478
              
              $
              27,084
              
              $
              21,318
              
              $
              2.14


Item
              9.
            CHANGES
                IN AND DISAGREEMENTS WITH ACCOUNTANTS ONACCOUNTING
                AND FINANCIAL DISCLOSURE.




There
      have been no disagreements with the independent accountants on accounting and
      financial disclosure matters.





26




Item
              9A.
            CONTROLS
                AND PROCEDURES.





(a)
            Evaluation
                of Disclosure Controls and
                Procedures.





The
      Company's Chief Executive Officer, Chief Financial Officer, Chief Compliance
      Officer and Chief Legal Officer carried out an evaluation of the effectiveness
      of the Company's "disclosure controls and procedures" (as defined in the
      Securities Exchange Act of 1934 Rules 13a-15(e) or 15d-15(e)) as of April 30,
      2007, as required by paragraph (b) of Exchange Act Rules 13a-15 or 15d-15.
      The
      Company’s Chief Executive Officer, Chief Financial Officer, Chief Compliance
      Officer and Chief Legal Officer are engaged in a comprehensive effort to review,
      evaluate and improve the Company's controls; however, management does not expect
      that the Company's disclosure controls or its internal controls over financial
      reporting will prevent all possible errors and fraud. A control system, no
      matter how well designed and operated, can provide only reasonable, not
      absolute, assurance that the control system’s objectives would be met.




The
      Company maintains disclosure controls and procedures that are designed to ensure
      that information required to be disclosed in the Company’s reports filed with
      the SEC is recorded, processed, summarized and reported within the time periods
      specified in the SEC’s rules and forms, and that such information is accumulated
      and communicated to the Company’s management, including its Chief Executive
      Officer, Chief Financial Officer, Chief Compliance Officer and Chief Legal
      Officer, as appropriate, to allow timely decisions regarding required
      disclosure.




The
      Company’s management has evaluated, with the participation of the Company’s
      Chief Executive Officer and Chief Financial Officer, the effectiveness of the
      Company’s disclosure controls and procedures as of the end of the period covered
      by this report. Based on that evaluation, the Chief Executive Officer and the
      Chief Financial Officer have concluded that the Company’s disclosure controls
      and procedures were effective as of the end of the period covered by
      this report.




(b)
            Changes
                in Internal Controls.





In
      the
      course of the evaluation of disclosure controls and procedures, the Chief
      Executive Officer and Chief Financial Officer considered certain internal
      control areas in which the Company has made and is continuing to make changes
      to
      improve and enhance controls. Based upon that evaluation, the Chief Executive
      Officer and Chief Financial Officer of the Company concluded that there were
      no
      changes in the Company's internal controls over financial reporting identified
      in connection with the evaluation required by paragraph (d) of Exchange Act
      Rules 13a-15 or 15d-15 that occurred during the fourth quarter that have
      materially affected, or are reasonably likely to materially affect, the
      Company's internal controls over financial reporting.




Item
              9B.
            OTHER
                INFORMATION.




There
      were no matters required to be disclosed by the Company in a report on Form
      8-K
      during the Company's fourth fiscal quarter of the year ended April 30,
      2007.





27





Part
      III





Item
              10.
            DIRECTORS,
                EXECUTIVE OFFICERS, AND CORPORATE
                GOVERNANCE.


(a)
        Names of Directors, Age as of June 30, 2007 and Principal
        Occupation
  DirectorSinceJean
                  Bernhard Buttner* (72). Chairman of the Board, President,
                  and
              
              1982Chief
                  Executive Officer of the Company and Arnold Bernhard & Co.,
                  Inc.Chairman
                  of the Board and President of each of the Value Line
                  Funds.Herbert
                  Pardes, MD (73). President and CEO of New York-
                  Presbyterian
              
              2000Hospital.Dr.
                  Edgar A. Buttner (44). Postdoctoral Fellow, Research Associate,
                  Harvard
              
              2003University
                  since 2003; Instructor, McLean Hospital, since 2002;Postdoctoral
                  Fellow, Massachusetts Institute of Technology, 1997-2001;
                  Director of Arnold Bernhard & Co., Inc. Dr. Buttner is the son
                  ofJean
                  Bernhard Buttner.Edward
                  J. Shanahan (63). President and Headmaster, Choate Rosemary
                  Hall
              
              2004(boarding
                  school); Director and Chairman, Foundation for Greater
                  Opportunity(independent
                  educational foundation).Marion
                  N. Ruth (72). President, Ruth Realty.
              
              2005Janet
                  Eakman (47). Private Investor. Mrs. Eakman is a daughter of
                  Jean
              
              July
                  2007Bernhard
                  Buttner.Howard
                  A. Brecher* (53). Chief Legal Officer, Vice President and Secretary
              
              1992of
                  the Company; Assistant Treasurer and Assistant Secretary of each
                  of
                  theValue
                  Line Funds since 2005; Director, Vice President, Secretary, Treasurer
                  andGeneral
                  Counsel of Arnold Bernhard & Co., Inc.David
                  T. Henigson* (49). Chief Compliance Officer and Vice President
                  of
                  the
              
              1992Company;
                  Chief Compliance Officer, Vice President, and Secretary of each
                  of
                  theValue
                  Line Funds; Director and Vice President of Arnold Bernhard & Co.,
                  Inc.


*
      Member
      of the Executive Committee





Except
      as
      noted, the directors have held their respective positions for at least five
      years.





(b)
            The
                information pertaining to Executive Officers is set forth in Part
                I under
                the caption
                "Executive
                  Officers of the Registrant."




Audit
      Committee





The
      Company has a standing Audit Committee performing the functions described in
      Section 3(a)(58)(A) of the Securities Exchange Act of 1934, the members of
      which
      are: Dr. Herbert Pardes, Edward J. Shanahan and Marion N. Ruth.





28




Audit
      Committee Financial Expert





The
      Board
      of Directors has determined that no member of the Audit Committee is an “audit
      committee financial expert” (as defined in the rules and regulations of the
      Securities and Exchange Commission). The Board of Directors believes that the
      experience and financial sophistication of the members of the Audit Committee
      are sufficient to permit the members of the Audit Committee to fulfill the
      duties and responsibilities of the Audit Committee. All members of the Audit
      Committee meet the Nasdaq Stock Market’s audit committee financial
      sophistication requirements.





Code
      of Ethics





The
      Company has adopted a Code of Business Conduct and Code of Ethics that applies
      to its principal executive officer, principal financial officer, all other
      officers, and all other employees. The Code of Business Conduct and Code of
      Ethics was amended as of July 19, 2007, and is available on the Company’s
      Internet site.




Procedures
      for Shareholders to Nominate Directors





There
      have been no material changes to the procedures by which shareholders of the
      Company may recommend nominees to the Company's Board of Directors implemented
      after the disclosure of those procedures contained in the proxy statement for
      the Company's 2006 Annual Meeting of Shareholders.




Section 16(a)
      Beneficial Ownership Reporting Compliance





Section 16(a)
      of the Securities Exchange Act requires the Company's executive officers and
      directors, and persons who own more than ten percent of a registered class
      of
      the Company’s equity securities, to file reports of ownership and changes in
      ownership on Forms 3, 4 and 5 with the Securities and Exchange Commission.
      Executive officers, directors and greater than ten percent shareowners are
      required by Securities and Exchange Commission regulations to furnish the
      Company with copies of all Forms 3, 4 and 5 they file.





Based
      on
      the Company's review of the copies of such forms that it has received and
      written representations from certain reporting persons confirming that they
      were
      not required to file Forms 5 for specified fiscal years, the Company believes
      that all its executive officers, directors and greater than ten percent
      beneficial owners complied with applicable SEC filing requirements during fiscal
      2007.




Item
              11.
            EXECUTIVE
                COMPENSATION.





The
      information required in response to this Item is incorporated by reference
      from
      the section entitled “Compensation of Directors and Executive Officers” in the
      Company’s Proxy Statement for the 2007 Annual Meeting of
      Shareholders.





29




Item
              12.
            SECURITY
                OWNERSHIP OF CERTAIN BENEFICIAL OWNERS ANDMANAGEMENT
                AND RELATED STOCKHOLDER MATTERS.





The
      following table sets forth information as of June 30, 2007 as to shares of
      the
      Company's Common Stock held by persons known to the Company to be the beneficial
      owners of more than 5% of the Company's Common Stock.


Name
                    and Address
                  of
                    Beneficial Owner
              
              Number
                    of Shares
                  Beneficially
                    Owned
              
              Percentage
                    of Shares
                  Beneficially
                    Owned1Arnold
                  Bernhard & Co., Inc.1
              
              
              8,631,032
              
              
              86.47
              %220
                  East 42nd StreetNew
                  York, NY 10017




The
      following table sets forth information as of June 30, 2007, with respect to
      shares of the Company's Common Stock owned by each director of the Company,
      by
      each executive officer listed in the Summary Compensation Table and by all
      executive officers and directors as a group.


Name
                    and Address
                  of
                    Beneficial Owner
              
              Number
                    of Shares
                  Beneficially
                    Owned
              
              Percentage
                    of Shares
                  Beneficially
                    OwnedJean
                  Bernhard Buttner
              
              
              100
              1,2
              
              *
              1,2Mitchell
                  E. Appel
              
              
              100
              
              
              *Howard
                  A. Brecher
              
              
              200
              
              
              *David
                  T. Henigson
              
              
              150
              
              
              *Stephen
                  R. Anastasio
              
              
              100
              
              
              *Edgar
                  A. Buttner
              
              
              100
              
              
              *Dr.
                  Herbert Pardes
              
              
              100
              
              
              *Marion
                  N. Ruth
              
              
              200
              
              
              *Edward
                  J. Shanahan
              
              
              100
              
              
              *All
                  directors and executiveofficers
                  as a group (9 persons)
              
              
              1,150
              1,2
              
              *
              1,2





*Less
      than one percent




1 Jean
        Bernhard Buttner, Chairman of the Board, President and Chief Executive Officer
        of the Company, owns all of the outstanding voting
        stock of Arnold Bernhard & Co., Inc. Substantially all of the non-voting
        stock of Arnold Bernhard & Co., Inc. is held by members of the Buttner
        family.




2 Excludes
        8,631,032 shares (86.47% of the outstanding shares) owned by Arnold Bernhard
        & Co., Inc.




30




Securities
      Authorized for Issuance under Equity Compensation Plans





As
      of the
      date of this Annual Report on Form 10-K, there were no securities of the Company
      authorized for issuance under equity compensation plans.




Item
              13.
            CERTAIN
                RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR
                INDEPENDENCE.





AB&Co.,
      which owns 86.47% of the outstanding shares of the Company’s Common Stock,
      utilizes the services of officers and employees of the Company to the extent
      necessary to conduct its business. The Company and AB&Co. allocate costs for
      office space, equipment and supplies and shared staff pursuant to a servicing
      and reimbursement agreement. During the years ended April 30, 2007, 2006, and
      2005, the Company was reimbursed $1,100,000, $918,000, and $689,000
      respectively, for payments it made on behalf of and services it provided to
      AB&Co. At April 30, 2007 and 2006, Accounts receivable from affiliates
      included a Receivable from AB&Co. of $243,000 and $154,000, respectively. In
      addition, a tax-sharing arrangement allocates the tax liabilities of the two
      companies between them. The Company pays to AB&Co. an amount equal to the
      Company's liability as if it filed separate tax returns. For the years ended
      April 30, 2007, 2006, and 2005, the Company made payments to AB&Co. for
      federal income tax amounting to $13,450,000, $11,895,000 and $12,115,000,
      respectively. At April 30, 2007 prepaid and refundable
      income taxes in the Consolidated Balance Sheet
      included federal tax due from AB&Co. in the amount of $415,000. At
      April 30, 2006 accrued taxes payable included a federal tax liability owed
      to AB&Co. in the amount of $449,000.





The
      Company acts as investment adviser and manager for fourteen open-end investment
      companies, the Value Line Funds. The Company earns investment management fees
      based upon the average daily net asset values of the respective funds. VLS
      receives service and distribution fees under rule 12b-1 of the Investment
      Company Act of 1940 from certain Value Line Funds for which Value Line, Inc.
      is
      the adviser. For certain periods prior to December 2004, VLS earned brokerage
      commission income on securities transactions executed by VLS on behalf of the
      funds that were cleared on a fully disclosed basis through non-affiliated
      brokers, who received a portion of the gross commission. VLS in November 2004
      suspended execution of trades through VLS for any of the Value Line Funds.
      For
      the years ended April 30, 2007, 2006, and 2005, investment management fees,
      service and distribution fees and brokerage commission income amounted to
      $30,026,000, $31,378,000 and $30,206,000, respectively, after fee waivers.
      These
      amounts include service and distribution fees of $7,299,000, $9,915,000 and
      $9,609,000, respectively. The related receivables from the funds for management
      advisory fees and service and distribution fees included in Receivable from
      affiliates were $2,534,000 and $2,751,000 at April 30, 2007 and 2006,
      respectively.





Director
      Independence





The
      information required with respect to director independence and related matters
      is incorporated by reference from the section entitled “Compensation of
      Directors and Executive Officers” in the Company’s Proxy Statement for the 2007
      Annual Meeting of Shareholders.




Item
              14.
            PRINCIPAL
                ACCOUNTING FEES AND SERVICES.





Audit
      and
      Non-Audit Fees





The
      following table illustrates for the fiscal years ended April 30, fees paid
      to
      the Company’s independent auditor, Horowitz & Ullman, for services
      provided:


2007
              
              2006Audit
                  fees
              
              $
              146,450
              
              $
              134,695Audit-related
                  fees
              
              $
              16,810
              
              $
              24,190Tax
                  fees
              
              $
              146,105
              
              $
              76,960All
                  other fees
              
              $
              0
              
              $
              0
 31





Audit
      Committee Pre-Approval Policies and Procedures





The
      Audit
      Committee of the Company's Board of Directors approves all services provided
      by Horowitz & Ullmann, P.C. prior to the provision of those services and has
      not adopted
      any specific pre-approval policies and procedures.




Part
      IV





Item
      15.
      EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.




(a)
      1.   Financial Statements


See
      Part
      II Item 8.




All
      other
      Schedules are omitted because they are not applicable or the required information
      is shown in the financial statements or notes thereto.





(b)
      Exhibits


3.1
              
              Articles
                  of Incorporation of the Company, as amended through April 17, 1983,
                  are
                  incorporated by reference to the Registration Statement - Form
                  S-1 of
                  Value Line, Inc. Part II, Item 16.(a) 3.1 filed with the Securities
                  and
                  Exchange Commission on April 7, 1983.3.2
              
              Certificate
                  of Amendment of Certificate of Incorporation dated October 24,
                  1989 is
                  incorporated by reference to the Annual Report on Form 10-K for
                  the year
                  ended April 30, 1990.10.8
              
              Form
                  of tax allocation arrangement between the Company and AB&Co.
                  incorporated by reference to the Registration Statement - Form
                  S-1 of
                  Value Line, Inc. Part II, Item 16.(a) 10.8 filed with the Securities
                  and
                  Exchange Commission on April 7, 1983.10.9
              
              Form
                  of Servicing and Reimbursement Agreement between the Company and
                  AB&Co., dated as of November 1, 1982 incorporated by reference to
                  the
                  Registration Statement - Form S-1 of Value Line, Inc. Part II,
                  Item 16.(a)
                  10.9 filed with the Securities and Exchange Commission on April
                  7,
                  1983.10.10
              
              Value
                  Line, Inc. Profit Sharing and Savings Plan as amended and restated
                  effective May 1, 1989, including amendments through April 30, 1995,
                  incorporated by reference to the Annual Report on Form 10-K for
                  the year
                  ended April 30, 1996.10.13
              
              Lease
                  for the Company's premises at 220 East 42nd Street, New York, N.Y.
                  incorporated by reference to the Annual Report on Form 10-K for
                  the year
                  ended April 30, 1994.10.14
              
              Lease
                  amendments dated September 14, 2000, January 19, 2006, and April
                  23, 2007
                  for the Company’s premises located at 220 East 42nd Street, New York,
                  NY.14
              
              Code
                  of Business Conduct and Code of Ethics incorporated by reference
                  to
                  Exhibit 14 to the Form 8-K filed on December 1, 2004 and as
                  amended July 19, 2007.21
              
              Subsidiaries
                  of the Registrant.31
              
              Rules
                  13a-14(a) and 15d-14(a) Certifications.32
              
              Section
                  1350 Certifications.
 32





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 on Form 10-K for the fiscal
      year ended April 30, 2007, to be signed on its behalf by the undersigned,
      thereunto duly authorized.


VALUE
                LINE, INC.
              (Registrant)By:
            s/Jean
              Bernhard ButtnerJean
                Bernhard Buttner
              Chairman
                & Chief Executive Officer  Pursuant
        to the requirements of the Securities Exchange Act of 1934, this report has
        been
        signed below by the following persons on behalf of the Registrant and in
        the
        capacities and on the dates indicated.


By:
            s/Jean
              Bernhard ButtnerJean
                Bernhard Buttner
              Chairman
                & Chief Executive Officer




By:
              s/Mitchell
                E.
                AppelMitchell
                    E. Appel
                  Chief
                    Financial Officer


Dated:
      July 20, 2007




33


Pursuant
        to the requirements of the Securities Exchange Act of 1934, this report has
        been
        signed by the undersigned on behalf of the Registrant as Directors of the
        Registrant.
  s/Jean
                    Bernhard Buttner
                
                s/Howard
                    A. BrecherJean
                    Bernhard Buttner
                
                Howard
                    A. Brechers/Edgar
                    A. Buttner
                
                s/Marion
                    N. RuthEdgar
                    A. Buttner
                
                Marion
                    N. Ruths/Edward
                    J. Shanahan
                
                s/David
                    T. HenigsonEdward
                    J. Shanahan
                
                David
                    T. Henigsons/Janet
                    Eakman
                
                s/Dr.
                    Herbert PardesJanet
                    Eakman
                
                Dr.
                    Herbert Pardes






Dated:
      July 20, 2007




34


H
        O R O W I T Z  &  U L L M A N N,  P.
        C.


**Report
        of Independent Accountants**
 
 
 To
        the
        Board of Directors
 and
        Shareholders of
 Value
        Line, Inc.
 
 We
        have
        audited the accompanying consolidated balance sheets of Value Line, Inc.
        and
        Subsidiaries as of April 30, 2007 and 2006 and the related consolidated
        statements of income and retained earnings, changes in stockholders’ equity, and
        cash flows for each of the three years in the period ended April 30, 2007.
        These
        financial statements are the responsibility of the Company’s management; our
        responsibility is to express an opinion on these financial statements based
        on
        our audits.
 
 We
        conducted our audits of these statements in accordance with the standards
        of the
        Public Company Accounting Oversight Board (United States). Those standards
        require that we plan and perform the audit to obtain reasonable assurance
        about
        whether the financial statements are free of material misstatement. An audit
        includes examining, on a test basis, evidence supporting the amounts and
        disclosures in the financial statements, assessing the accounting principles
        used and significant estimates made by management, and evaluating the overall
        financial statement presentation. We believe that our audits provide a
        reasonable basis for the opinion expressed above.
 
 In
        our
        opinion, the financial statements referred to above present fairly, in all
        material respects, the financial position of Value Line, Inc. and Subsidiaries
        at April 30, 2007 and 2006, and the results of their operations, changes
        in
        stockholders’ equity, and their cash flows for each of the three years in the
        period ended April 30, 2007, in conformity with accounting principles generally
        accepted in the United States of America.
 
 
 
 New
        York,
        NY
 July
        19,
        2007




35


Part
        II
 Item
        8.
  Value
                  Line, Inc.Consolidated
                  Balance Sheets(in
                  thousands, except share amounts)
  **April
                  30,**
              
              **April
                  30,****2007**
              
              **2006**AssetsCurrent
                  Assets:Cash
                  and cash equivalents (including short terminvestments
                  of $20,165 and $14,885, respectively)
              
              $
              20,605
              
              $
              15,331Trading
                  securities
              
              
              15,849
              
              
              22,314Securities
                  available for sale
              
              
              76,822
              
              
              65,915Accounts
                  receivable, net of allowance for doubtfulaccounts
                  of $88 and $72, respectively
              
              
              3,929
              
              
              3,037Receivable
                  from affiliates
              
              
              2,794
              
              
              2,917Prepaid
                  expenses and other current assets
              
              
              1,588
              
              
              1,617Prepaid
                  and refundable income taxes
              
              
              510
              
              
              0Deferred
                  income taxes
              
              
              139
              
              
              88Total
                  current assets
              
              
              122,236
              
              
              111,219Long
                  term assets:Property
                  and equipment, net
              
              
              4,923
              
              
              5,406Capitalized
                  software and other intangible assets, net
              
              
              1,804
              
              
              2,589Total
                  long term assets
              
              
              6,727
              
              
              7,995Total
                  assets
              
              $
              128,963
              
              $
              119,214Liabilities
                  and Shareholders' EquityCurrent
                  Liabilities:Accounts
                  payable and accrued liabilities
              
              $
              5,316
              
              $
              6,186Accrued
                  salaries
              
              
              1,545
              
              
              1,495Dividends
                  payable
              
              
              2,995
              
              
              2,495Accrued
                  taxes payable
              
              
              0
              
              
              560Unearned
                  revenue
              
              
              28,552
              
              
              28,224Deferred
                  income taxes
              
              
              8,654
              
              
              8,436Total
                  current liabilities
              
              
              47,062
              
              
              47,396Long
                  term liabilities:Unearned
                  revenue
              
              
              5,948
              
              
              9,502Deferred
                  charges
              
              
              381
              
              
              381Total
                  long term liabilities
              
              
              6,329
              
              
              9,883Shareholders'
                  Equity:Common
                  stock, $.10 par value; authorized 30,000,000shares;
                  issued 10,000,000 shares
              
              
              1,000
              
              
              1,000Additional
                  paid-in capital
              
              
              991
              
              
              991Retained
                  earnings
              
              
              57,383
              
              
              44,256Treasury
                  stock, at cost (18,400 shares on 4/30/07and
                  4/30/06)
              
              
              (354
              )
              
              (354
              )Accumulated
                  other comprehensive income, net of tax
              
              
              16,552
              
              
              16,042Total
                  shareholders' equity
              
              
              75,572
              
              
              61,935Total
                  liabilities and shareholders' equity
              
              $
              128,963
              
              $
              119,214
 See
          independent auditor's report and accompanying notes to the consolidated
          financial statements.
  36
 Part
          II
 Item
          8.
  Value
                    Line, Inc.Consolidated
                    Condensed Statements of Income(in
                    thousands, except per share amounts)
  Years
                    ended April 30,2007
                
                2006
                
                2005Revenues:Investment
                    periodicals andrelated
                    publications
                
                $
                45,619
                
                $
                47,703
                
                $
                50,172Licensing
                    fees
                
                
                6,861
                
                
                5,016
                
                
                2,541Investment
                    management fees & services
                
                
                31,155
                
                
                32,467
                
                
                31,765Total
                    revenues
                
                
                83,635
                
                
                85,186
                
                
                84,478Expenses:Advertising
                    and promotion
                
                
                14,628
                
                
                13,671
                
                
                20,455Salaries
                    and employee benefits
                
                
                18,409
                
                
                19,025
                
                
                19,445Production
                    and distribution
                
                
                6,981
                
                
                7,073
                
                
                8,589Office
                    and administration
                
                
                7,981
                
                
                10,237
                
                
                8,905Total
                    expenses
                
                
                47,999
                
                
                50,006
                
                
                57,394Income
                    from operations
                
                
                35,636
                
                
                35,180
                
                
                27,084Income
                    from securities transactions, net
                
                
                4,867
                
                
                3,869
                
                
                8,278Income
                    before income taxes
                
                
                40,503
                
                
                39,049
                
                
                35,362Provision
                    for income taxes
                
                
                15,896
                
                
                15,610
                
                
                14,044Net
                    income
                
                $
                24,607
                
                $
                23,439
                
                $
                21,318Earnings
                    per share, basic & fully diluted
                
                $
                2.47
                
                $
                2.35
                
                $
                2.14Weighted
                    average number of common shares
                
                
                9,981,600
                
                
                9,981,600
                
                
                9,981,600
 See
          independent auditor's report and accompanying notes to the consolidated
          financial statements.
  37


Part
      II


Item
          8.
 
 **Value
                        Line, Inc.****Consolidated
                        Condensed Statements of Cash Flows****(in
                        thousands)**Years
                        ended April 30,**2007**
                    
                    **2006**
                    
                    **2005****Cash
                        flows from operating activities:**Net
                        income
                    
                    
                    
                    
                    
                    
                    
                    $
                    24,607
                    
                    $
                    23,439
                    
                    $
                    21,318Adjustments
                        to reconcile net income to net cashprovided
                        by operating activities:Depreciation
                        and amortization
                    
                    2,063
                    
                    
                    2,275
                    
                    
                    2,506Realized
                        gains on sales of securities
                    
                    (2,164
                    )
                    
                    (2,430
                    )
                    
                    (8,802
                    )Unrealized
                        losses on sales of securities
                    
                    112
                    
                    
                    217
                    
                    
                    1,128Loss
                        on disposal of fixed assets
                    
                    ---
                    
                    
                    139
                    
                    
                    ---Deferred
                        income taxes
                    
                    
                    
                    
                    (138
                    )
                    
                    (204
                    )
                    
                    (371
                    )Changes
                        in assets and liabilities:Proceeds
                        from sales of trading securities
                    
                    15,000
                    
                    
                    ---
                    
                    
                    43,385Purchases
                        of trading securities
                    
                    (8,471
                    )
                    
                    (4,364
                    )
                    
                    (22,024
                    )(Decrease)
                        in unearned revenue
                    
                    (3,226
                    )
                    
                    (2,366
                    )
                    
                    (779
                    )(Decrease)/increase
                        in deferred charges
                    
                    (64
                    )
                    
                    (84
                    )
                    
                    15(Decrease)/increase
                        in accounts payable and accrued expenses
                    
                    (806
                    )
                    
                    1,939
                    
                    
                    796Increase/(decrease)
                        in accrued salaries
                    
                    50
                    
                    
                    248
                    
                    
                    (329
                    )Increase/(decrease)
                        in accrued taxes payable
                    
                    (532
                    )
                    
                    560
                    
                    
                    (294
                    )(Increase)/decrease
                        in prepaid expenses and othercurrent
                        assets
                    
                    
                    
                    
                    
                    
                    
                    
                    (481
                    )
                    
                    (149
                    )
                    
                    595Decrease/(increase)
                        in accounts receivable
                    
                    (892
                    )
                    
                    59
                    
                    
                    (917
                    )(Increase)/decrease
                        in receivable from affiliates
                    
                    123
                    
                    
                    (360
                    )
                    
                    363Total
                        adjustments
                    
                    
                    
                    
                    
                    
                    
                    
                    574
                    
                    
                    (4,520
                    )
                    
                    15,272**Net
                        cash provided by operating activities**
                    
                    25,181
                    
                    
                    18,919
                    
                    
                    36,590Cash
                        flows from investing activities:Proceeds
                        from sales of equity securities
                    
                    2,065
                    
                    
                    2,430
                    
                    
                    12,671Purchase
                        of equity securities
                    
                    (2,280
                    )
                    
                    (2,467
                    )
                    
                    (1,039
                    )Proceeds
                        from sales of fixed income securities
                    
                    10,825
                    
                    
                    9,650
                    
                    
                    9,019Purchases
                        of fixed income securities
                    
                    (18,742
                    )
                    
                    (8,249
                    )
                    
                    (43,092
                    )Acquisition
                        of property and equipment
                    
                    (52
                    )
                    
                    (218
                    )
                    
                    (194
                    )Expenditures
                        for capitalized software
                    
                    (743
                    )
                    
                    (724
                    )
                    
                    (1,436
                    )**Net
                        cash provided by/(used in) investing activities**
                    
                    (8,927
                    )
                    
                    422
                    
                    
                    (24,071
                    )Cash
                        flows from financing activities:Dividends
                        paid
                    
                    
                    
                    
                    
                    
                    
                    
                    (10,980
                    )
                    
                    (9,981
                    )
                    
                    (184,656
                    )**Net
                        cash used in financing activities**
                    
                    (10,980
                    )
                    
                    (9,981
                    )
                    
                    (184,656
                    )Net
                        increase/(decrease) in cash and cash equivalents
                    
                    5,274
                    
                    
                    9,360
                    
                    
                    (172,137
                    )**Cash
                        and cash equivalents at beginning of year**
                    
                    15,331
                    
                    
                    5,971
                    
                    
                    178,108**Cash
                        and cash equivalents at end of year**
                    $
                    20,605
                    
                    $
                    15,331
                    
                    $
                    5,971
 See
          independent auditor's report and accompanying notes to the consolidated
          financial statements.
  38
 Part
          II
 Item
          8.
  VALUE
                    LINE, INC.CONSOLIDATED
                    CONDENSED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITYFOR
                    THREE YEARS ENDED APRIL 30, 2007, 2006 & 2005(in
                    thousands, except share amounts**)**
  Common
                      stock
                
                
                
                
                
                
                
                
                
                AccumulatedNumber
                
                Par
                
                Additional
                
                
                
                
                
                
                
                Otherof
                
                Value
                
                paid-in
                
                Treasury
                
                Comprehensive
                
                Retained
                
                Comprehensiveshares
                
                Amount
                
                capital
                
                Stock
                
                income
                
                earnings
                
                income
                
                TotalBalance
                    at April 30, 2004
                
                
                9,981,600
                
                $
                1,000
                
                $
                991
                
                $
                (354
                )
                
                
                
                $
                19,459
                
                $
                14,202
                
                $
                35,298Comprehensive
                    incomeNet
                    income
                
                
                
                
                
                
                
                
                
                
                
                
                
                $
                21,318
                
                
                21,318
                
                
                
                
                
                21,318Other
                    comprehensive income,net
                    of tax:Change
                    in unrealizedgains
                    on securities
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                (2,494
                )
                
                
                
                
                (2,494
                )
                
                (2,494
                )Comprehensive
                    income
                
                
                
                
                
                
                
                
                
                
                
                
                
                $
                18,824Dividends
                    declared
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                (9,979
                )
                
                
                
                
                (9,979
                )Balance
                    at April 30, 2005
                
                
                9,981,600
                
                $
                1,000
                
                $
                991
                
                $
                (354
                )
                
                
                
                $
                30,798
                
                $
                11,708
                
                $
                44,143Comprehensive
                    incomeNet
                    income
                
                
                
                
                
                
                
                
                
                
                
                
                
                $
                23,439
                
                
                23,439
                
                
                
                
                
                23,439Other
                    comprehensive income,net
                    of tax:Change
                    in unrealizedgains
                    on securities,net
                    of taxes
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                4,334
                
                
                
                
                
                4,334
                
                
                4,334Comprehensive
                    income
                
                
                
                
                
                
                
                
                
                
                
                
                
                $
                27,773Dividends
                    declared
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                (9,981
                )
                
                
                
                
                (9,981
                )Balance
                    at April 30, 2006
                
                
                9,981,600
                
                $
                1,000
                
                $
                991
                
                $
                (354
                )
                
                
                
                $
                44,256
                
                $
                16,042
                
                $
                61,935Comprehensive
                    incomeNet
                    income
                
                
                
                
                
                
                
                
                
                
                
                
                
                $
                24,607
                
                
                24,607
                
                
                
                
                
                24,607Other
                    comprehensive income,net
                    of tax:Change
                    in unrealizedgains
                    on securities,net
                    of taxes
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                510
                
                
                
                
                
                510
                
                
                510Comprehensive
                    income
                
                
                
                
                
                
                
                
                
                
                
                
                
                $
                25,117Dividends
                    declared
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                (11,480
                )
                
                
                
                
                (11,480
                )Balance
                    at April 30, 2007
                
                
                9,981,600
                
                $
                1,000
                
                $
                991
                
                $
                (354
                )
                
                
                
                $
                57,383
                
                $
                16,552
                
                $
                75,572
  See
          independent auditor's report and accompanying notes to the consolidated
          financial statements.
 39
 **Value
          Line, Inc.**
 **Notes
          to Consolidated Financial Statements**
 
 **Note
          1-Organization and Summary of Significant Accounting
          Policies:**
 
 Value
          Line, Inc. (the "Company") is incorporated in New York State. Through its
          subsidiary, Value Line Publishing, Inc. ("VLP") it publishes investment
          periodicals and related publications. Value Line, Inc. performs investment
          management services. Arnold Bernhard & Co., Inc. (the "Parent") owns
          approximately 86% of the issued and outstanding common stock of the
          Company.
 
 Principles
          of consolidation: The consolidated financial statements include the accounts
          of
          the Company and all of its subsidiaries. All significant intercompany accounts
          and transactions have been eliminated in consolidation.
 
 Revenue
          Recognition:
  Depending
          upon the product, subscriptions fulfillment is available in print, via
          internet
          access, and CD-ROM. The length of a subscription varies by product and
          offer
          received by the subscriber. Generally, subscriptions are available as trial
          subscriptions, annual subscriptions and/or multi-year subscriptions.
          Subscription revenues are recognized on a straight line basis over the
          life of
          the subscription. Accordingly, the amount of subscription fees to be earned
          by
          fulfilling subscriptions after the date of the balance sheet is shown as
          unearned revenue within current and long-term liabilities.
  Licensing
          revenues are derived from licensing certain Value Line trademarks and Value
          Line
          proprietary ranking system information to third parties under written agreements
          for use in selecting securities for third party marketed products, including
          unit investment trusts, closed-end fund products and exchange traded funds.
          Value Line earns an asset based licensing fee as specified in the individual
          licensing agreements. Revenue is recognized monthly over the term of the
          agreement and will fluctuate as the market value of the underlying portfolio
          increases or decreases in value.
  Investment
          management fees consist of management fees from the Value Line Mutual Funds
          ("Value Line Funds"), and from asset management clients. Investment management
          fees for the mutual funds are earned on a monthly basis as services are
          performed and the fee is calculated based on average daily net assets of
          the
          mutual funds in accordance with each fund's advisory agreement. Investment
          management fees for the asset management accounts are earned on a monthly
          basis
          as services are performed and the fee is calculated on assets in accordance
          with
          each of the management agreements (see note 3).
  Service
          and distribution fees are received from the Value Line Funds in accordance
          with
          service and distribution plans under rule 12b-1 of the Investment Company
          Act of
          1940. The plans are compensation plans, which means that the distributor’s fees
          under the plans are payable without regard to actual expenses incurred
          by the
          distributor. Expenses include payments to securities dealers, banks, financial
          institutions and other organizations which provide distribution, marketing,
          and
          administrative services with respect to the distribution of the mutual
          funds’
shares. Service and distribution fees are received on a monthly basis and
          calculated on the average daily net assets of the respective mutual fund
          in
          accordance with each fund prospectus.
  Valuation
          of Securities:
  The
          Company's securities classified as available for sale consist of shares
          of the
          Value Line Funds and government debt securities accounted for in accordance
          with
          Statement of Financial Accounting Standards No.115, "Accounting for Certain
          Investments in Debt and Equity Securities". The securities reflected in
          the
          consolidated condensed financial statements at fair value are valued at
          market
          with unrealized gains and losses on these securities reported, net of applicable
          taxes, as a separate component of Shareholders' Equity. Realized gains
          and
          losses on sales of the securities available for sale are recorded in earnings
          on
          trade date and are determined on the identified cost method.
  The
          Company classifies its securities available for sale as current assets.
          It does
          so to properly reflect its liquidity and to recognize the fact that it
          has
          assets available for sale to fully satisfy its current liabilities should
          the
          need arise.
  Market
          valuation of securities listed on a securities exchange is based on the
          closing
          sales prices on the last business day of each month. Valuation of open-ended
          mutual fund shares is based upon the publicly quoted net asset value of
          the
          shares. The market value of the Company's fixed maturity government debt
          obligations are determined utilizing publicly quoted market prices.
 
 Advertising
          expenses: The Company expenses advertising costs as incurred.
 
 Reclassification:
          Certain items in the prior year financial statements have been reclassified
          to
          conform to the current year presentation.
  40
 **Value
            Line, Inc.**
 **Notes
            to Consolidated Financial Statements**
 Income
          Taxes:
  The
          Company computes its income tax provision in accordance with the provisions
          of
          Statement of Financial Accounting Standards No. 109, "Accounting for Income
          Taxes". Deferred tax liabilities and assets are recognized for the expected
          future tax consequences of events that have been reflected in the Consolidated
          Financial Statements. Deferred tax liabilities and assets are determined
          based
          on the differences between the book values and the tax bases of particular
          assets and liabilities, using tax rates currently in effect for the years
          in
          which the differences are expected to reverse.
 
 Earnings
          per share: Earnings per share are based on the weighted average number
          of shares
          of common stock and common stock equivalents outstanding during each
          year.
 
 Cash
          and
          Cash Equivalents: For purposes of the Consolidated Statements of Cash Flows,
          the
          Company considers all cash held at banks and short term liquid investments
          with
          an original maturity of less than three months to be cash and cash equivalents.
          As of April 30, 2007 and 2006, cash equivalents included $19,868,000 and
          $14,746,000, respectively, invested in the Value Line money market
          funds.
 
 Use
          of
          Estimates: The preparation of financial statements in conformity with generally
          accepted accounting principles requires management to make estimates and
          assumptions that affect certain reported amounts and disclosures. Accordingly,
          actual results could differ from those estimates.
 
 **Note
          2-Supplementary Cash Flow Information:**
 
 Cash
          payments for income taxes were $16,928,000, $15,156,000, and $14,666,000
          in
          fiscal 2007, 2006, and 2005, respectively. Interest payments of $36,000,
          $11,000, and $7,000 were made in fiscal 2007, 2006, and 2005,
          respectively.
 
 **Note
          3-Related Party Transactions:**
 
 The
          Company acts as investment adviser and manager for fourteen open-ended
          investment companies, the Value Line Funds. The Company earns investment
          management fees based upon the average daily net asset values of the respective
          Value Line Funds. During certain periods prior to December 2004, Value
          Line
          Securities, Inc., ("VLS") earned brokerage commission income on securities
          transactions executed by VLS on behalf of the funds that were cleared on
          a fully
          disclosed basis through non-affiliated brokers, who received a portion
          of the
          gross commission. VLS in November 2004 suspended executing trades through
          VLS
          for any of the Value Line Funds.
  Service
          and distribution fees are received from the Value Line Funds in accordance
          with
          service and distribution plans under rule 12b-1 of the Investment Company
          Act of
          1940. The plans are compensation plans, which means that the distributor’s fees
          under the plans are payable without regard to actual expenses incurred
          by the
          distributor, which means the distributor may earn a profit under the plan.
          Expenses include payments to securities dealers, banks, financial institutions
          and other organizations which provide distribution, marketing, and
          administrative services with respect to the distribution of the mutual
          funds’
shares. Service and distribution fees are received on a monthly basis and
          calculated on the average daily net assets of the respective mutual fund
          in
          accordance with each fund's prospectus.
  For
          the
          twelve months ended April 30, 2007 and 2006, investment management fees
          and
          12b-1 service and distribution fees amounted to $30,026,000 and $31,378,000,
          respectively, which included fee waivers for certain of the Value Line
          Funds.
          For the twelve months ended April 30, 2005 investment management fees,
          12b-1
          service and distribution fees and brokerage commission income amounted
          to
          $30,206,000. These amounts included service and distribution fees of $7,299,000,
          $9,915,000 and $9,609,000 earned by VLS in fiscal years 2007, 2006, and
          2005,
          respectively. There was no brokerage commission income in fiscal years
          2007 or
          2006. In fiscal year 2005, brokerage commission income was $1,378,000.
          The
          related receivables from the funds for investment management fees and service
          and distribution fees included in Receivables from affiliates were $2,534,000,
          and $2,751,000 at April 30, 2007 and April 30, 2006, respectively.
  For
          the
          twelve months ended April 30, 2007 and 2006, total management fee waivers
          were
          $250,000 and $40,000 respectively, and service and distribution fee waivers
          were
          $3,127,000 and $282,000, respectively. The Company and its subsidiary,
          VLS, have
          no right to recoup the previously waived amounts of management fees and
          12b-1
          fees.
 As
          of
          April 30, 2007, the Company had $49,716,000 invested in the Value Line
          equity
          funds and $19,868,000 in the Value Line Cash Fund. Combined, this represents
          approximately 1.9% of total fund assets at April 30, 2007. Purchases and
          redemptions routinely occur in the Value Line Cash Fund as part of business
          operations.
  For
          the
          years ended April 30, 2007, 2006 and 2005, the Company was reimbursed
          $1,100,000, $918,000 and $689,000, respectively, for payments it made on
          behalf
          of and services it provided to the Parent. At April 30, 2007, and April
          30,
          2006, Receivables from affiliates included a Receivable from the Parent
          of
          $243,000 and $154,000, respectively.
  41
 **Value
            Line, Inc.**
 **Notes
            to Consolidated Financial Statements**
  For
          the
          years ended April 30, 2007, 2006, and 2005, the Company made payments to
          the
          Parent for federal income tax amounting to $13,450,000, $11,895,000 and
          $12,115,000, respectively. At April 30, 2007, prepaid and refundable income
          taxes in the Consolidated Balance sheet included $415,000 due from the
          parent.
          At April 30, 2006, accrued taxes payable included a federal tax liability
          owed
          to the Parent in the amount of $449,000. These transactions are in accordance
          with the tax sharing arrangement described in Note 6.
  From
          time
          to time, the Parent has purchased additional shares of the Company in the
          market
          when and as the Parent has determined it to be appropriate. As stated several
          times in the past, the public is reminded that the Parent may make additional
          purchases from time to time in the future. For the quarter ended April
          30, 2007,
          the Parent did not not purchase any additional shares in the
          market.
 
 **Note
          4-Investments:**
  Securities
          held by the Company are classified as Trading Securities and Available-for-Sale
          Securities.
  All
          securities held in VLS, as a broker/dealer, are classified as trading
          securities. Securities held by the Company and its other subsidiaries,
          which are
          all held with the expectation that they may be sold in less than one year,
          are
          classified as trading securities. All other investments not classified
          as
          trading securities are classified as available-for-sale securities.
  **Trading
          Securities:**
 
 Trading
          securities held by the Company at April 30, 2007 had an aggregate cost
          of
          $16,115,000 and a market value of $15,849,000. Trading securities held
          by the
          Company at April 30, 2006 had an aggregate cost of $22,402,000 and a market
          value of $22,314,000. There were no trading securities held at April 30,
          2005.
          The proceeds from sales of trading securities during the fiscal year ended
          April
          30, 2007 were $15,000,000 and the related net realized trading gains amounted
          to
          $243,000. There were no realized trading gains or losses during fiscal
          year
          2006. The proceeds from sales of trading securities during the fiscal year
          ended
          April 30, 2005 were $43,385,000 and the related net realized trading gains
          amounted to $2,502,000. The net changes in unrealized losses for the periods
          ended April 30, 2007, 2006, and 2005, of $178,000, $88,000, and $1,128,000,
          respectively, were included in the Consolidated Statement of Income.
 
 **Securities
          Available for Sale:**
 **Equity
          Securities:**
 
 The
          aggregate cost of the equity securities classified as available for sale,
          which
          consist of investments in the Value Line Funds, was $23,917,000 and the
          market
          value was $49,719,000 at April 30, 2007. The aggregate cost of the equity
          securities classified as available for sale, which consist of investments
          in the
          Value Line Funds, was $21,635,000 and the market value was $46,644,000
          at April
          30, 2006. The total gains for equity securities with net gains included
          in
          Accumulated Other Comprehensive Income on the Consolidated Balance Sheet
          are
          $25,859,000 and $25,009,000, net of deferred taxes of $9,102,000 and $8,803,000,
          as of April 30, 2007 and 2006, respectively. The total losses for equity
          securities with net losses included in Accumulated Other Comprehensive
          Income on
          the Consolidated Balance Sheet are $58,000, net of deferred tax benefit
          of
          $20,000, as of April 30, 2007. There were no losses on equity securities
          included in Accumulated Other Comprehensive Income as of April 30, 2006.
          Losses
          on equity securities included in Accumulated Other Comprehensive Income
          as of
          April 30, 2005 were $117,000, net of deferred tax benefit of $42,000.
  The
          increases in gross unrealized gains on these securities of $792,000 and
          $6,969,000, net of deferred taxes of $279,000 and $2,453,000, were included
          in
          Shareholders' Equity at April 30, 2007 and 2006, respectively.
  42
 **Value
            Line, Inc.**
 **Notes
            to Consolidated Financial Statements**
  Realized
          capital gains from the sales of securities classified as available for
          sale were
          $2,065,000, $2,430,000 and $6,177,000 of which $2,065,000, $2,355,000 and
          $5,738,000 of capital gains were reclassified out of Accumulated Other
          Comprehensive Income into earnings during fiscal years ended April 30,
          2007,
          2006, and 2005, respectively. The proceeds from sales of securities including
          capital gain distributions reinvested in the Value Line Funds during the
          fiscal
          years ended April 30, 2007, 2006, and 2005 were $2,065,000, $2,430,000
          and
          $12,671,000, respectively. Proceeds and capital gains included $75,000
          and
          $433,000 from the installment sale of an investment in a privately held
          company
          during fiscal 2006 and 2005, respectively.
 
 **Government
          Debt Securities:**
 
 Government
          debt securities consist of federal, state, and local government securities
          within the United States. The Company's investments in debt securities
          are
          classified as available for sale and valued at market value. The aggregate
          cost
          and fair value at April 30, 2007 for government debt securities classified
          as
          available for sale were as follows:
  Maturity
                
                Historical
                    Cost
                
                Fair
                    Value
                
                Gross
                      Unrealized
                    Holding
                      Losses(In
                    Thousands)Due
                    in less than 2 years
                
                $
                9,504
                
                $
                9,324
                
                
                ($180
                )Due
                    in 2 years or more
                
                
                17,857
                
                
                17,779
                
                
                (78
                )Total
                    investment in debt securities
                
                $
                27,361
                
                $
                27,103
                
                
                ($258
                )
  The
          aggregate cost and fair value at April 30, 2006 for government debt securities
          classified as available for sale were as follows:
  Maturity
                
                Historical
                    Cost
                
                Fair
                    Value
                
                Gross
                      Unrealized
                    Holding
                      Losses(In
                    Thousands)Due
                    in less than 2 years
                
                $
                10,778
                
                $
                10,641
                
                
                ($137
                )Due
                    in 2 years or more
                
                
                8,745
                
                
                8,630
                
                
                (115
                )Total
                    investment in debt securities
                
                $
                19,523
                
                $
                19,271
                
                
                ($252
                )
  The
          unrealized losses of $258,000 and $252,000 in government debt securities
          net of
          deferred income tax benefits of $91,000 and $89,000, respectively, were
          included
          in Accumulated Other Comprehensive Income on the Consolidated Balance Sheets
          as
          of April 30, 2007 and 2006, respectively. During fiscal year 2006, the
          Company
          reclassified $18,038,000 of government debt securities from the classification
          of available for sale to trading securities that resulted in the recognition
          and
          reclassification of an unrealized loss of $129,000 from Accumulated Other
          Comprehensive Income to the Consolidated Statement of Income. During fiscal
          year
          2007, $66,000 of this loss was reclassified from unrealized to
          realized upon maturity of the debt obligation.
  The
          average yield on the Government debt securities classified as available
          for sale
          at April 30, 2007 and April 30, 2006 was 3.54% and 3.76%, respectively.
  Proceeds
          from sales of government debt securities classified as available for sale
          during
          fiscal years 2007, 2006, and 2005 were $10,825,000, $9,650,000 and $9,019,000,
          respectively. In fiscal 2007, the related loss on sales of $78,000 was
          reclassified from Accumulated Other Comprehensive Income in the Balance
          Sheet to
          the Consolidated Statement of Income. There were no related gains or losses
          on
          sales of government debt securities during fiscal 2006 or 2005.
  For
          the
          years ended April 30, 2007, 2006, and 2005, income from securities transactions
          also included $971,000, $483,000, and $239,000 of dividend income; $1,879,000,
          $1,361,000, and $363,000 of interest income; and $36,000, $11,000 and $7,000
          of
          related interest expense, respectively.
  **Note
          5-Property and Equipment:**
  Property
          and equipment are carried at cost. Depreciation and amortization are provided
          using the straight-line method over the estimated useful lives of the assets,
          or
          in the case of leasehold improvements, over the remaining terms of the
          leases.
          For income tax purposes, depreciation of furniture and equipment is computed
          using accelerated methods and buildings and leasehold improvements are
          depreciated over prescribed, extended tax lives.
 Property
          and equipment consist of the following:
 
 April
                    30,2007
                
                2006(in
                    thousands)Land
                
                $
                726
                
                $
                726Building
                    and leasehold improvements
                
                
                7,284
                
                
                7,284Furniture
                    and equipment
                
                
                10,706
                
                
                10,65218,716
                
                
                18,662Accumulated
                    depreciation and amortization
                
                
                (13,793
                )
                
                (13,256
                )$
                4,923
                
                $
                5,406
 
 43
 **Value
            Line, Inc.**
 **Notes
            to Consolidated Financial Statements**
 **Note
          6-Federal, State and Local Income Taxes:**
 
 The
          Company computes its income tax provision in accordance with the provisions
          of
          Statement of Financial Accounting Standards No. 109, "Accounting for Income
          Taxes".
  The
          provision for income taxes includes the following:
 
 Year
                    ended April 30,2007
                
                2006
                
                2005(in
                    thousands)Current:Federal
                
                $
                12,575
                
                $
                12,486
                
                $
                11,860State
                    and local
                
                
                3,459
                
                
                3,328
                
                
                2,55516,034
                
                
                15,814
                
                
                14,415Deferred:Federal
                
                
                (87
                )
                
                (148
                )
                
                (361
                )State
                    and local
                
                
                (51
                )
                
                (56
                )
                
                (10
                )(138
                )
                
                (204
                )
                
                (371
                )Provision
                    for income taxes
                
                $
                15,896
                
                $
                15,610
                
                $
                14,044
  Deferred
          taxes are provided for temporary differences between the financial reporting
          basis and the tax basis of the Company's assets and liabilities. The tax
          effect
          of temporary differences giving rise to the Company's deferred tax
          (liability)/asset are as follows:
 
 Year
                    ended April 30,2007
                
                2006
                
                2005(in
                    thousands)Unrealized
                    gains on securities held for sale
                
                
                ($8,991
                )
                
                ($8,715
                )
                
                ($6,304
                )Unrealized
                    gains on trading securities
                
                
                115
                
                
                (76
                )
                
                -Depreciation
                    and amortization
                
                
                185
                
                
                (90
                )
                
                (356
                )Deferred
                    professional fees
                
                
                216
                
                
                246
                
                
                342Deferred
                    charges
                
                
                (69
                )
                
                214
                
                
                183Other,
                    net
                
                
                (109
                )
                
                (15
                )
                
                (41
                )($8,653
                )
                
                ($8,436
                )
                
                ($6,176
                )
  Included
          in deferred income taxes in total current assets are deferred state and
          local
          income taxes of $139,000 and $88,000 at April 30, 2007 and 2006, respectively.
  The
          provision for income taxes differs from the amount of income tax determined
          by
          applying the applicable U.S. statutory income tax rate to pretax income
          as a
          result of the following:
  Year
                    ended April 30,2007
                
                2006
                
                2005(in
                    thousands)Tax
                    expense at the U.S. statutory rate
                
                $
                14,176
                
                $
                13,667
                
                $
                12,377Increase
                    (decrease) in tax expense from:State
                    and local income taxes, net offederal
                    income tax benefit
                
                
                2,215
                
                
                2,127
                
                
                1,654Effect
                    of tax exempt income and dividenddeductions
                
                
                (455
                )
                
                (293
                )
                
                (88
                )Other,
                    net
                
                
                (40
                )
                
                109
                
                
                101Provision
                    for income taxes
                
                $
                15,896
                
                $
                15,610
                
                $
                14,044
  The
          Company is included in the consolidated federal income tax return of the
          Parent.
          The Company has a tax sharing arrangement which requires it to make tax
          payments
          to the Parent equal to the Company's liability as if it filed a separate
          return.
  44
 **Value
            Line, Inc.**
 **Notes
            to Consolidated Financial Statements**
 **Note
          7-Employees' Profit Sharing and Savings Plan:**
 
 Substantially
          all employees of the Company and its subsidiaries are members of the Value
          Line,
          Inc. Profit Sharing and Savings Plan (the "Plan"). In general, this is
          a
          qualified, contributory plan which provides for a discretionary annual
          Company
          contribution which is determined by a formula based on the salaries of
          eligible
          employees and the amount of consolidated net operating income as defined
          in the
          Plan. For the years ended April 30, 2007, 2006, and 2005 the Company
          contributed $1,197,000, $1,244,000, and $1,082,000, respectively to the
          Plan.
 
 **Note
          8-Lease Commitments:**
 
 On
          June
          4, 1993, the Company entered into a 15 year lease agreement to provide
          primary
          office space. The lease includes free rental periods as well as scheduled
          base
          rent escalations over the term of the lease. The lease was scheduled to
          expire
          in May 2008 subject to an option granted to the Company to extend the term
          for 5
          additional years at a market rental rate. The total amount of the base
          rent
          payments is being charged to expense on the straight-line method over the
          term
          of the lease. The Company has recorded a deferred charge on its Consolidated
          Balance Sheets to reflect the excess of annual rental expense over cash
          payments
          since inception of the lease. On September 14, 2000, the Company amended
          its
          lease for primary office space and returned to the landlord approximately
          6,000
          square feet of excess office capacity, reducing the Company's future minimum
          lease payments accordingly. On January 19, 2006, the Company amended its
          lease
          for primary office space and returned to the landlord approximately 11,000
          square feet of excess office capacity, reducing the Company's future minimum
          lease payments accordingly.
  On
          April
          23, 2007, the Company signed a lease amendment that extended the primary
          office
          space lease to May 2013, which increased the Company's future minimum lease
          payments. Future minimum payments, exclusive of forecasted increases in
          real
          estate taxes and wage escalations, under operating leases for equipment
          and
          office space, with remaining terms of one year or more, are as follows:
 
 Year
                    ended April 30:
                
                (in
                    thousands)2008
                
                $
                3,1102009
                
                
                3,1102010
                
                
                3,0562011
                
                
                2,948Thereafter
                
                
                5,374$
                17,598
  Rental
          expense for the years ended April 30, 2007, 2006 and 2005 under operating
          leases
          covering office space was $2,108,000, $1,724,000, and $1,799,000, respectively.
  **Note
          9-Business Segments:**
  The
          Company operates two reportable business segments: Investment Periodicals,
          Publishing & Licensing and Investment Management. The Investment
          Periodicals, Publishing & Licensing segment produces investment related
          periodical publications (retail and institutional) in both print and electronic
          form, and licensing fees for Value Line proprietary ranking system information
          and Value Line trademarks. The Investment Management segment provides advisory
          services to the Value Line Funds, as well as institutional and individual
          accounts. The segments are differentiated by the products and services
          they
          offer. The accounting policies of the segments are the same as those described
          in the summary of significant accounting policies. The Company allocates
          all
          revenues and expenses, except for depreciation and income from securities
          transactions related to corporate assets, between the two reportable segments.
  45
 **Value
            Line, Inc.**
 **Notes
            to Consolidated Financial Statements**
 Disclosure
          of Reportable Segment Profit and Segment Assets (in thousands)
  April
                    30, 2007InvestmentPeriodicals,Publishing
                    &
                
                InvestmentLicensing
                
                Management
                
                TotalRevenues
                    from external customers
                
                $
                52,480
                
                $
                31,155
                
                $
                83,635Intersegment
                    revenues
                
                
                108
                
                
                -
                
                
                108Income
                    from securities transactions
                
                
                233
                
                
                3,021
                
                
                3,254Depreciation
                    and amortization
                
                
                1,963
                
                
                80
                
                
                2,043Segment
                    profit
                
                
                19,755
                
                
                15,901
                
                
                35,656Segment
                    assets
                
                
                18,976
                
                
                80,581
                
                
                99,557Expenditures
                    for segment assets
                
                
                715
                
                
                80
                
                
                795
 
 April
                    30, 2006InvestmentPeriodicals,Publishing
                    &
                
                InvestmentLicensing
                
                Management
                
                TotalRevenues
                    from external customers
                
                $
                52,719
                
                $
                32,467
                
                $
                85,186Intersegment
                    revenues
                
                
                114
                
                
                -
                
                
                114Income
                    from securities transactions
                
                
                62
                
                
                2,922
                
                
                2,984Depreciation
                    and amortization
                
                
                2,169
                
                
                88
                
                
                2,257Segment
                    profit
                
                
                20,041
                
                
                15,158
                
                
                35,199Segment
                    assets
                
                
                14,861
                
                
                81,762
                
                
                96,623Expenditures
                    for segment assets
                
                
                933
                
                
                9
                
                
                942
 
 April
                    30, 2005InvestmentPeriodicals,Publishing
                    &
                
                InvestmentLicensing
                
                Management
                
                TotalRevenues
                    from external customers
                
                $
                52,713
                
                $
                31,765
                
                $
                84,478Intersegment
                    revenues
                
                
                180
                
                
                -
                
                
                180Income
                    from securities transactions
                
                
                14
                
                
                7,914
                
                
                7,928Depreciation
                    and amortization
                
                
                2,384
                
                
                106
                
                
                2,490Segment
                    profit
                
                
                16,420
                
                
                10,680
                
                
                27,100Segment
                    assets
                
                
                14,871
                
                
                44,409
                
                
                59,280Expenditures
                    for segment assets
                
                
                1,441
                
                
                189
                
                
                1,630
  Reconciliation
          of Reportable Segment Revenues, Operating Profit and Assets
 (in
                    thousands)2007
                
                2006
                
                2005**Revenues**Total
                    revenues for reportable segments
                
                $
                83,743
                
                $
                85,300
                
                $
                84,658Elimination
                    of intersegment revenues
                
                
                (108
                )
                
                (114
                )
                
                (180
                )Total
                    consolidated revenues
                
                $
                83,635
                
                $
                85,186
                
                $
                84,478**Segment
                    profit**Total
                    profit for reportable segments
                
                $
                38,910
                
                $
                38,183
                
                $
                35,028Add:
                    Income from securities transactionsrelated
                    to corporate assets
                
                
                1,613
                
                
                884
                
                
                350Less:
                    Depreciation related to corporate assets
                
                
                (20
                )
                
                (18
                )
                
                (16
                )Income
                    before income taxes
                
                $
                40,503
                
                $
                39,049
                
                $
                35,362**Assets**Total
                    assets for reportable segments
                
                $
                99,556
                
                $
                96,623
                
                $
                59,280Corporate
                    assets
                
                
                29,407
                
                
                22,591
                
                
                39,585Consolidated
                    total assets
                
                $
                128,963
                
                $
                119,214
                
                $
                98,865
 
 46
 **Value
            Line, Inc.**
 **Notes
            to Consolidated Financial Statements**
 **Note
          10-Net Capital:**
 The
          Company’s wholly owned subsidiary, VLS, is subject to the net capital provisions
          of Rule 15c3-1 under the Securities Exchange Act of 1934, which requires
          the
          maintenance of minimum net capital of $100,000 or one-fifteenth of aggregate
          indebtedness, if larger. Additionally, VLS may declare dividends only if
          aggregate indebtedness is less than twelve times net capital.
  At
          April
          30, 2007, the net capital, as defined, of VLS of $24,870,655 exceeded required
          net capital by $24,770,655 and the ratio of aggregate indebtedness to net
          capital was .05 to 1.
  **Note
          11-Disclosure of Credit Risk of Financial Instruments with Off Balance
          Sheet
          Risk:**
 
 In
          the
          normal course of business, the Company enters into contractual commitments,
          including financial futures contracts for securities indices. Financial
          futures
          contracts provide for the delayed delivery of financial instruments for
          which
          the seller agrees to make delivery at a specified future date, at a specified
          price or yield. The contract or notional amount of these contracts reflects
          the
          extent of involvement the Company has in these contracts. At April 30,
          2007 and
          2006, the Company did not have any investment in financial futures contracts.
          The Company limits its credit risk associated with such instruments by
          entering
          into exchange traded future contracts.
  Although
          VLS did not do so during fiscal 2007 or fiscal 2006, during prior periods
          it
          executed, as agent, securities transactions on behalf of the Value Line
          Funds.
          If either a mutual fund or a counter party, had failed to perform, VLS
          might
          have been required to discharge the obligations of the nonperforming party.
          In
          such circumstances, Value Line Securities, Inc. might sustain a loss if
          the
          market value of the security is different from the contract value of the
          transaction.
  Other
          than the Value Line Funds as explained in note 3, no single customer accounted
          for a significant portion of the Company’s sales in fiscal 2007, 2006 or 2005,
          nor for accounts receivable as of April 30, 2007 or 2006.
  **Note
          12-Comprehensive Income:**  ****
 
 The
          Company has adopted Financial Accounting Standards No. 130, “Reporting
          Comprehensive Income”. Statement No. 130 requires the reporting of comprehensive
          income in addition to net income from operations. Comprehensive income
          is a more
          inclusive financial reporting methodology that includes disclosure of certain
          financial information that historically has not been recognized in the
          calculation of net income.
  At
          April
          30, 2007, 2006, and 2005, the Company held both equity securities and U.S.
          Government debt securities that are classified as Available for Sale on
          the
          Consolidated Balance Sheets. The change in valuation of these securities,
          net of
          deferred income taxes, has been recorded in Accumulated Other Comprehensive
          Income in the Company’s Balance Sheets.
 The
          components of comprehensive income that are included in the Statement of
          Changes
          in Shareholders’ Equity are as follows:
 
 Before
                
                Tax
                
                Net
                    ofTax
                
                (Expense)
                
                TaxAmount
                
                or
                    Benefit
                
                Amount(in
                    thousands)Year
                    ended April 30, 2007Unrealized
                    Gains on Securities:Unrealized
                    Holding Gains/(Losses) Arising during the period
                
                $
                2,774
                
                
                ($977
                )
                $
                1,797Add:
                    Reclassification adjustments forlosses
                    realized in net income
                
                
                78
                
                
                (27
                )
                
                51Less:
                    Reclassification adjustmentsfor
                    gains realized in net income
                
                
                (2,065
                )
                
                727
                
                
                (1,338
                )Other
                    Comprehensive income
                
                $
                787
                
                
                ($277
                )
                $
                510
  47
 **Value
            Line, Inc.**
 **Notes
            to Consolidated Financial Statements**
 Year
                    ended April 30, 2006Unrealized
                    Gains on Securities:Unrealized
                    Holding Gains/(Losses) Arising during the period
                
                $
                8,971
                
                
                ($3,195
                )
                $
                5,776Add:
                    Reclassification adjustments forlosses
                    realized in net income
                
                
                129
                
                
                (45
                )
                
                84Less:
                    Reclassification adjustmentsfor
                    gains realized in net income
                
                
                (2,355
                )
                
                829
                
                
                (1,526
                )Other
                    Comprehensive income
                
                $
                6,745
                
                
                ($2,411
                )
                $
                4,334Year
                    ended April 30, 2005Unrealized
                    Gains on Securities:Unrealized
                    Holding Gains/(Losses) Arising during the period
                
                $
                1,902
                
                
                ($666
                )
                $
                1,236Less:
                    Reclassification adjustmentsfor
                    gains realized in net income
                
                
                (5,738
                )
                
                2,008
                
                
                (3,730
                )Other
                    Comprehensive income
                
                
                ($3,836
                )
                $
                1,342
                
                
                ($2,494
                )
 
 **Note
          13-Accounting for the Costs of Computer Software Developed for Internal
          Use:**
  The
          Company has adopted the provisions of the Statement of Position 98-1 (SOP
          98-1),
          "Accounting for the Costs of Computer Software Developed for Internal Use".
          SOP
          98-1 is effective for tax years ending after December 31, 1998. SOP 98-1
          requires companies to capitalize as long-lived assets many of the costs
          associated with developing or obtaining software for internal use and amortize
          those costs over the software's estimated useful life in a systematic and
          rational manner.
  At
          April
          30, 2007 and 2006, the Company capitalized $447,000 and $508,000 of costs
          related to the development of software for internal use. Such costs are
          capitalized and amortized over the expected useful life of the asset which
          is
          approximately 3 years. Amortization expense for the years ended April 30,
          2007,
          2006 and 2005 was $887,000, $916,000, and $940,000, respectively.
  **Note
          14-Contingencies:**
  On
          September 17, 2003 the Company commenced an action in New York Supreme
          Court,
          seeking damages in an unspecified amount, against a small mutual fund company
          pertaining to a contemplated transaction. The Company was countersued for
          alleged damages in excess of $5,000,000. The action was settled in November
          2004
          following transfer to Federal Court in New York, without a material adverse
          effect on the Company. A related entity of the defendant in the Company’s New
          York action brought suit against the Company and certain directors in Federal
          Court in Texas in March 2004 based on the same transaction. On the Company’s
          motion, that action was transferred from Texas to the New York Federal
          Court,
          where it was dismissed in part. In November 2006, a written agreement was
          reached to resolve the remaining issues without any material adverse effect
          on
          the Company’s consolidated results of operations and financial condition.
  By
          letter
          dated June 15, 2005, the staff of the Securities and Exchange Commission
          informed the Company that it was conducting an informal inquiry. Thereafter,
          the
          staff has requested documents and information related to, among other things,
          trades for the Company’s and its affiliates’ proprietary accounts, execution of
          trades through VLS for the Value Line Funds and the fees collected by VLS
          from
          the Value Line Funds pursuant to a Service and Distribution Plan. The Company
          and its subsidiaries are cooperating with the inquiry. Management cannot
          determine the effect, if any, that the inquiry will have on the results
          of
          operations and financial condition.





48