**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, 2006


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)
      907-1500





Securities
      registered pursuant to Section 12(b) of the Act: None





Securities
      registered pursuant to Section 12(g) of the Act:





Common
      Stock, $.10 par value


(Title
      of
      class)




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, indefinitive 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 o No x





The
      aggregate market value of the registrant's voting and non-voting common stock
      held by non-affiliates at October 31, 2005, was $52,672,152.





There
      were 9,981,600 shares of the registrant’s Common Stock outstanding at June 30,
      2006.





DOCUMENTS
      INCORPORATED BY REFERENCE


None










Part
      I





Item
      1.
      BUSINESS.





Value
      Line, Inc. (the "Company"), 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."). As of June 30, 2006, AB & Co. owned
      approximately 86.5% of the Company’s issued and outstanding common
      stock.





The
      Company's primary businesses are producing investment related periodical
      publications through its wholly-owned subsidiary, Value Line Publishing, Inc.
      ("VLP"), and providing investment advisory services to mutual funds,
      institutions and individual accounts. VLP publishes in both print and electronic
      formats The Value Line Investment Survey Ò ,
      one of
      the nation's major periodical investment services, as well as The Value Line
      Investment Survey - Small and Mid-Cap Edition, The Value Line 600, Value Line
      Select, The Value Line Mutual Fund Survey, The Value Line No-Load Fund Advisor,
      The Value Line Special Situations Service, The Value Line Daily Options Survey
      and The Value Line Convertibles Survey. VLP also provides current and historical
      financial databases which include DataFile, Estimates & Projections,
      Convertibles and Mutual Funds in standard computer formats. The Company also
      markets investment analysis software which includes The Value Line Investment
      Analyzer, Value Line ETF Survey, Mutual Fund Survey *for
      Windows* **®,** Value
      Line Daily Options Survey, Value Line Electronic Convertibles and Value Line
      Research Center. These electronic products are available on CD-ROM and/or on
      the
      Company’s internet site , www.valueline.com .
      The
      Company's print and electronic services are marketed from time to time through
      media, direct mail and the internet to retail and institutional
      investors.




The
      Company is the investment adviser for the Value Line Family of Mutual Funds
      (“Value Line Funds”), which on April 30, 2006 included 14 open-end investment
      companies with various investment objectives. In addition, the Company manages
      investments for private and institutional clients. The Company is registered
      with the Securities and Exchange Commission as an investment adviser under
      the
      Investment Advisers Act of 1940.




In
      addition to Value Line Publishing, the Company's other wholly-owned subsidiaries
      include Value Line Securities, Inc., Vanderbilt Advertising Agency, Inc.,
      Compupower Corporation and Value Line Distribution Center (“VLDC”). Value Line
      Securities, Inc. is a registered broker-dealer and distributor to the Value
      Line
      Funds. Vanderbilt Advertising Agency, Inc. places advertising on behalf of
      the
      Company and its subsidiaries’ businesses. Compupower Corporation serves the
      subscription fulfillment needs of the VLP’s publishing operations. VLDC
      primarily handles all of the mailings of the publications to VLP’s subscribers.
      Additionally, VLDC is a disaster recovery site for the New York operations.
      The
      name "Value Line," as used to describe the Company, its products, and its
      subsidiaries, is a registered trademark of the Company.


-2-


A.
            Investment
                Information Periodicals and
                Publications.




VLP
      publishes investment periodicals, related publications and produces electronic
      products described below:





l.
            Periodicals
                and Publications:





*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 more important evaluations for each
      stock covered are "Timeliness( *tm* )"
      and
      "Safety( *tm* ).”
      Timeliness( *tm* )
      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 - 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 traditionally
      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 performance 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 Standard Edition of The
      Value Line Investment Survey. A combined Index, published quarterly, allows
      the
      subscriber to easily locate a specific stock among the approximately 3,500
      stocks covered.





The
      Small
      and Mid-Cap Edition includes a number of unique as well as standard features.
      One unique feature, The Performance Ranking System, incorporates many of the
      elements of the Value Line Timeliness( *tm)* Ranking
      System, modified to accommodate the approximate 1,800 stocks in the Small and
      Mid-Cap Edition. The Performance( *tm)* Rank is
      based on earnings growth and price momentum and is designed to predict relative
      price performance over the next six to twelve months.




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





*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 more than 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 more than 2,000 funds, as well
      as
      articles on investment trends and issues concerning 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.


-3-





*The
      Value Line No-Load Fund Advisor*


The
      Value
      Line No-Load Fund Advisor is a 36-page monthly newsletter for investors who
      wish
      to manage their own portfolios of no- and low-load, open-end mutual funds.
      It
      was introduced in 1994. Each issue features 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, published twice a month, 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 Daily Options Survey*


The
      Value
      Line Daily Options Survey, a semi-monthly service published 24 times a year,
      evaluates and ranks the expected performance of the most active options listed
      on United States exchanges (approximately 130,000). It was introduced in 1973.
      An electronic version of this publication, The Value Line Daily Options Survey
      (available over the Internet), was introduced during fiscal 1995. An enhanced
      version was introduced in 2002. Features include an interactive database and
      a
      new spreadsheet.





*The
      Value Line Convertibles Survey*


The
      Value
      Line Convertibles Survey, a semi-monthly service published 24 times a year,
      evaluates and ranks approximately 660 convertible securities (bonds and
      preferred stocks) and approximately 100 warrants for future market performance.
      It was introduced in 1972. The information is also available
      online.





*Value
      Line Select*


Value
      Line Select, a monthly publication, was first published in 1998. As a stock
      recommendation service with an exclusive circulation, it focuses each month
      on
      one company that VLP analysts, economists and statisticians recommend as an
      investment. 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 full Investment Survey, but who don’t
      want or need coverage of the large number of companies contained in that
      publication. Readers also receive supplemental reports as well as a monthly
      Index, which includes updated statistics.





2.
            Electronic
                and Internet Products:





Value
      Line Publishing products and services are available from the Company’s Web site www.valueline.com .
      The
      site includes a multimedia section that features daily market reports and
      updates on stocks, options, mutual funds and convertibles as well as webcasting
      of daily analyst commentary and developments on companies in the news. In
      addition, the Company’s Web site includes tools to chart and filter stocks and
      mutual funds along with tools to build a portfolio, customize a report and
      receive Value Line Publishing reports.


-4-





*Value
      Line Investment Analyzer*


Value
      Line Investment Analyzer on CD-ROM 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
      1,700 stocks covered in VLP’s benchmark publication, The Value Line Investment
      Survey. The product was introduced in June 1996 and permits users to update
      data
      from the Internet.




Value
      Line Investment Analyzer provides over 350 data fields and more than 200
      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 seamless integration with
      the
      Value Line databases via a secure Internet connection. The software includes
      a
      portfolio module that lets users create and track their own stock portfolios
      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 8,500 active companies and over 5,000 companies that no longer
      exist in numerous industries, including air transport, industrial services,
      beverage, machinery, bank, insurance and finance, savings and loan associations,
      toys, and securities brokers. 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 format
      for
      small businesses. During 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.





*The
      Total Return Service*


The
      Total
      Return Service is a customized data service. It was developed to help publicly
      traded companies meet the SEC's mandated stock performance disclosure
      requirements. The service consists of a line graph comparing the total return
      of
      a public company's stock over the last five years to a broad market equity
      index
      and a published or constructed industry index.





*The
      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 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.


-5-




3.
            Licensing
                Programs





The
      Company has licensed for fees certain trademarks and proprietary information
      for
      a series of products, including unit investment trusts, closed-end funds and
      exchange traded funds. The sponsors of these products typically act as
      wholesalers and distribute the products by syndicating them through an extensive
      network of national and regional brokerage firms. Such a broad marketing network
      is 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 TimelinessTM, SafetyTM,
      TechnicalTM and PerformanceTM 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 daily market value of the
      respective portfolio, the payments to Value Line, which are typically received
      on a quarterly basis, will fluctuate.





Total
      assets within the series of licensing products at April 30, 2006,
      were:




(in
                thousands)Unit
                Investment Trusts
            
            $
            4,200,000Closed-end
                Funds
            
            $
            1,100,000Exchange
                Traded Fund
            
            $
            160,000Other
            
            $
            800,000$
            6,260,000





The
      closed end funds are listed on the American Stock Exchange and trade under
      the
      symbols FVL, FVD and FVI. The exchange traded fund is listed on the American
      Stock Exchange and trades under the symbol PIV.




B.
            Investment
                Management.





As
      of
      April 30, 2006, 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 principal underwriter
      and distributor for the 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.


-6-





Total
      net
      assets of the Value Line Funds at April 30, 2006, were:


(in
                thousands)The
                Value Line Fund, Inc.
            
            $
            233,250Value
                Line Income and Growth Fund, Inc.
            
            
            340,626The
                Value Line Premier Growth Fund, Inc.
            
            
            494,566Value
                Line Larger Companies Fund, Inc.
            
            
            327,697The
                Value Line Cash Fund, Inc.
            
            
            166,142Value
                Line U.S. Government Securities Fund, Inc.
            
            
            100,158Value
                Line Centurion Fund, Inc.
            
            
            343,631The
                Value Line Tax Exempt Fund, Inc.
            
            
            112,617Value
                Line Convertible Fund, Inc.
            
            
            36,505Value
                Line Aggressive Income Trust
            
            
            41,328Value
                Line New York Tax Exempt Trust
            
            
            23,414Value
                Line Strategic Asset Management Trust
            
            
            711,438Value
                Line Emerging Opportunities Fund, Inc.
            
            
            695,795Value
                Line Asset Allocation Fund, Inc.
            
            
            143,288$
            3,770,455




Advisory
      fee rates 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.





C.
            Other
                Businesses





*Value
      Line Arithmetic Composite and Value Line Geometric Composite*


Value
      Line Publishing publishes the Value Line Arithmetic Composite and the Value
      Line
      Geometric Composite, daily indices of the stock market performance of the
      approximately 1,700 common stocks contained in The Value Line Investment Survey.
      The calculation of both indices is done by a third party. VLP receives fees
      in
      connection with these activities.





D.
            Wholly-Owned
                Operating Subsidiaries.





1.
            Vanderbilt
                Advertising Agency, Inc.:





Vanderbilt
      Advertising Agency, Inc. ("Vanderbilt") places advertising for the Company's
      publications, investment advisory services, and mutual funds. Commission income
      generated by Vanderbilt serves to reduce VLP’s advertising
      expenses.


-7-





2.
            Compupower
                Corporation:





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





3.
            Value
                Line Securities, Inc.:





Value
      Line Securities, Inc. ("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 acts as the underwriter and distributor of the
      Value Line Funds with the exception of the Strategic Asset Management and
      Centurion Funds, which are available through Guardian Insurance Company. 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
      SEC
      rule 12b-1, from certain Value Line Funds, which are used to offset marketing
      and distribution costs for these funds. During 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.





4.
            Value
                Line Distribution Center, Inc.:





Value
      Line Distribution Center, Inc. (“VLDC”) primarily handles all of the mailings of
      the publications to VLP’s subscribers. Additionally, VLDC provides office space
      for the Compupower Corporation’s subscriber relations and data processing
      departments, and provides a disaster recovery site for the New York
      operations.





E.
            Investments.





From
      time
      to time, the Company invests in certain of the Value Line Funds, fixed income
      government obligations and other marketable securities.





F.
            Employees.





At
      April
      30, 2006, the Company and its subsidiaries employed 228 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 covering stocks may not
      own
      stocks 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.





G.
            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.


-8-




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





April
                30,2006
            
            2005
            
            2004(in
                thousands)Investment
                Periodicals, RelatedPublications
                and Licensing
            
            $
            14,861
            
            $
            14,871
            
            $
            14,592Investment
                Management
            
            
            81,762
            
            
            44,409
            
            
            74,786Corporate
                Assets(1)
            
            
            22,591
            
            
            39,585
            
            
            177,546$
            119,214
            
            $
            98,865
            
            $
            266,924





(1)
            Corporate
                Assets increased to $177,546,000 at April 30, 2004 in preparation
                for
                payment in May 2004 of the Company’s ordinary dividend of $.25 per share
                and a special dividend declared by the Board of Directors during
                April
                2004 of $17.50 per share.





H.
            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. VLP believes
      that
      it is one of the nation’s largest independent securities research organizations
      and that it publishes one of the nation's largest investment periodical services
      in terms of number of subscriptions, annual revenues and number of equity
      research analysts.





I.
            Executive
                Officers of the Registrant.





The
      following table lists the names, ages (at June 30, 2006), 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.


-9-




Name
            
            Age
            
            Principal
                Occupation or EmploymentJean
                Bernhard Buttner
            
            71
            
            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.Samuel
                Eisenstadt
            
            84
            
            Senior
                Vice President and Research Chairman.Howard
                A. Brecher
            
            52
            
            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.David
                T. Henigson
            
            48
            
            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
            
            47
            
            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.Mitchell
                E. Appel
            
            35
            
            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.





WEB
      SITE
      ACCESS TO SEC REPORTS




The
      Company’s Web 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 Financial Info page of the Company’s Web site as soon as
      reasonably practicable after the reports are filed electronically with the
      Securities and Exchange Commission. Company filings are also available on the
      SEC Web 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 officers and
      professional staff. Its future success relies upon its ability to retain and
      recruit qualified professionals and executives. The loss of the services of
      key
      personnel could have an adverse effect on the Company because it could
      jeopardize its performance.


-10-





***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 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 proprietary information decline, its
      operating results could suffer.




***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, 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
      significant 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 adviser 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 generally 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 generally assists retention and growth
      of
      assets, resulting in additional revenues. Conversely, poor performance 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 under which these fees are paid. If any of these contracts are
      terminated, not renewed, or amended to reduce fees, the Company’s financial
      results may be adversely affected.




***Value
      Line, Inc. 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 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.
      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 our 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 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 restraint in marketing for 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. Value Line Securities, Inc. 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. These 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 have failed to comply with these laws and regulations,
        these agencies and bodies have the power to impose sanctions. The Company,
        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. An adverse resolution of any regulatory proceeding
        or
        lawsuit against the Company or its subsidiaries could result in substantial
        costs or reputational harm to the Company and its subsidiaries, and have
        a
        material adverse effect on the business and operations of the
        Company.




-11-





***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.





Not
      Applicable.




Item
      2.
      PROPERTIES.





On
      June
      4, 1993, the Company entered into a lease agreement for approximately 77,000
      square feet that provided for the relocation of its office space to 220 East
      42nd Street, New York, New York. On September 14, 2000, the Company amended
      its
      New York lease for office space and returned to the landlord 6,049 sq. ft.
      of
      excess capacity. On January 10, 2006, the Company amended its NY lease for
      office space and returned to the landlord 10,667 sq. ft. of additional excess
      capacity. The Company now leases approximately 60,000 square feet of office
      space at 220 East 42 nd Street
      in
      New York. The lease expires in May, 2008, subject to an option for the Company
      to extend the term for five years at a market rental rate. During January 1996,
      a subsidiary of the Company purchased for cash a warehouse facility with
      approximately 85,000 square feet for $4,100,000. That facility consolidated
      into
      a single location the distribution operations for the various Company
      publications and the fulfillment operations of Compupower Corporation. The
      remaining building capacity provides warehouse space, a disaster recovery site
      and is available for future business expansion. The Company believes the
      capacity of these facilities is sufficient to meet the Company's current and
      expected future requirements.





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
      without a material adverse effect on the Company. A related entity of the
      defendant in the 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 has been transferred from
      Texas to New York. On March 2, 2006 the Federal Judge in New York granted the
      Company’s motion dismissing three causes of action. The court allowed one cause
      of action to continue at this time.





By
      letter
      dated June 15, 2005, the staff of the Securities & Exchange Commission
      informed the Company that it was conducting a preliminary inquiry. Thereafter,
      the staff has requested documents and information related to, among other
      things, trades for the Company’s and 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.


-12-





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, 2006.





Part
      II




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





The
      Registrant's Common Stock is traded on the over-the-counter market and is quoted
      in the NASDAQ Global
      MarketTM. The approximate number of record holders of the Registrant's Common
      Stock at April 30, 2006 was 57. Over-the-counter price quotations reflect
      inter-dealer prices, without retail mark-up, mark-down or commission and may
      not
      necessarily represent actual transactions. The range of the bid and asked
      quotations and the dividends paid on these shares during the past two fiscal
      years were as follows:





DividendHigh
            
            Low
            
            DeclaredQuarter
                Ended
            
            Bid
            
            Asked
            
            Bid
            
            Asked
            
            Per
                ShareJuly
                31, 2004(1)
            
            $
            64.260
            
            $
            69.500
            
            $
            29.500
            
            $
            31.320
            
            $
            .25October
                31, 2004
            
            $
            38.110
            
            $
            39.480
            
            $
            32.960
            
            $
            35.530
            
            $
            .25January
                31, 2005
            
            $
            41.760
            
            $
            41.760
            
            $
            35.950
            
            $
            35.950
            
            $
            .25April
                30, 2005
            
            $
            41.500
            
            $
            42.500
            
            $
            38.500
            
            $
            38.750
            
            $
            .25July
                31, 2005
            
            $
            39.500
            
            $
            40.020
            
            $
            30.570
            
            $
            34.000
            
            $
            .25October
                31, 2005
            
            $
            39.500
            
            $
            40.000
            
            $
            36.010
            
            $
            37.060
            
            $
            .25January
                31, 2006
            
            $
            41.480
            
            $
            43.040
            
            $
            33.510
            
            $
            34.000
            
            $
            .25April
                30, 2006
            
            $
            41.180
            
            $
            41.960
            
            $
            33.110
            
            $
            33.360
            
            $
            .25





(1)
            The
                high stock price in quarter ended July 31, 2004 reflects the stock
                price
                prior to payment of the special dividend declared by the Board of
                Directors during April 2004 of $17.50 per share, representing a total
                of
                $174,678,000.




-13-




Item
      5(c). PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS.





**ISSUER
      PURCHASES OF EQUITY SECURITIES**




**Period**
            **(a)**
              **Total**
              **Number
                of**
              **Shares
                (or**
              **Units)**
              **Purchased**
            **(b)**
              **Average**
              **Price
                Paid**
              **Per
                Share**
              **(or
                Unit)**
            **(c)**
              **Total
                Number of**
              **Shares
                (or Units) Purchased as Part of Publicly Announced**
              **Plans
                or Programs**
            **(d)**
              **Maximum
                Number**
              **(or
                Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased
                Under the Plans or Programs**February
                1, 2006 through February 28, 2006
            -----
            -----
            -----
            -----March
                1, 2006 through March 31, 2006
            -----
            -----
            -----
            -----April
                1, 2006 through April 30, 2006
            **-----**
            -----
            -----
            -----Total
            -----
            -----
            -----
            **-----**




There
      were no purchases of the Company’s equity securities by the Company or any
      affiliated purchaser during the fiscal quarter ended April 30, 2006. All
      purchases in prior periods were made by Arnold Bernhard & Co., Inc., an
      affiliate of the issuer, in open-market transactions pursuant to public
      announcements and disclosure.


-14-





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 30,2006
            
            2005
            
            2004
            
            2003
            
            2002(in
                thousands, except per share amounts)Revenues:Investment
                periodicals and related publications
            
            $
            47,703
            
            $
            50,172
            
            $
            51,360
            
            $
            52,055
            
            $
            52,732Licensing
                Fees1
            
            $
            5,016
            
            $
            2,541
            
            $
            1,137
            
            $
            414
            
            $
            382Investment
                management fees and services
            
            $
            32,467
            
            $
            31,765
            
            $
            32,773
            
            $
            29,600
            
            $
            34,329Total
                revenues
            
            $
            85,186
            
            $
            84,478
            
            $
            85,270
            
            $
            82,069
            
            $
            87,443Income
                from operations
            
            $
            35,180
            
            $
            27,084
            
            $
            24,739
            
            $
            24,095
            
            $
            29,186Net
                income
            
            $
            23,439
            
            $
            21,318
            
            $
            20,350
            
            $
            19,987
            
            $
            20,323Earnings
                per share, basic and fully diluted
            
            $
            2.35
            
            $
            2.14
            
            $
            2.04
            
            $
            2.00
            
            $
            2.04Total
                assets2
            
            $
            119,214
            
            $
            98,865
            
            $
            266,924
            
            $
            246,814
            
            $
            268,735Cash
                dividends declared per share
            
            $
            1.00
            
            $
            1.00
            
            $
            18.50
            
            $
            1.00
            
            $
            1.00





1
            Licensing
                fees are generated by third parties
                that pay the Company a fee for use of the Company’s proprietary
                information and trademarks that are within the periodicals and related
                publications business segment.


2
            The
                change in assets from 2004 to 2005 reflects
                the special dividend declared by the Board of Directors in April
                2004 of
                $174,678,000.




-15-


Item
      7.
      MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL
      CONDITION AND RESULTS OF OPERATIONS.





**Fiscal
      2006**





**Results
      of Operations**




Net
      income for the twelve months ended April 30, 2006 of $23,439,000 or $2.35 per
      share was $2,121,000 or 10% above net income of $21,318,000 or $2.14 per share
      in fiscal year 2005. Net income of $5,712,000 for the fourth quarter ended
      April
      30, 2006 was 16% higher than net income of $4,922,000 for the last quarter
      of
      fiscal year 2005. Operating income of $35,180,000 for the twelve months ended
      April 30, 2006 was $8,096,000 above operating income of $27,084,000 last fiscal
      year, a 30% increase. Operating income of $9,510,000 for the three months ended
      April 30, 2006 was 11% higher than operating income of $8,534,000 for the
      comparable period of the last fiscal year. The Company’s income from securities
      transactions of $3,869,000 was 53% below last year’s for the twelve months ended
      April 30, 2006. Income from securities transactions of $298,000 for the last
      quarter of fiscal 2006 was 22% above income from securities transactions of
      $245,000 for the three months ended April 30, 2005. Shareholders’ equity of
      $61,935,000 at April 30, 2006 was 40% higher than shareholders’ equity of
      $44,143,000 at April 30, 2005.




Subscription
      revenues of $47,703,000 for the twelve months ended April 30, 2006 were 5%
      below
      subscription revenues of $50,172,000 for the prior fiscal year. Electronic
      publications revenues of $10,947,000 were up $17,000 compared to $10,930,000
      for
      the prior fiscal year. Within electronic publications revenues are revenues
      generated by institutional subscribers and retail subscribers. Institutional
      revenues increased $761,000 or 27%, while revenues from retail subscribers
      were
      down $744,000 or 9%. Print subscription revenues of $36,756,000 were down
      $2,486,000 or 6% compared to $39,242,000 for the last fiscal year. At fiscal
      year end 2006, unearned revenue was $37,500,000 compared to $40,022,000 in
      the
      previous year. The decrease is a result of lower orders received in fiscal
      year
      2006 due to less frequent direct marketing and advertising campaigns than the
      previous year. Licensing fees for the twelve months ended April 30, 2006 of
      $5,016,000 were up $2,475,000 or 97% compared to $2,541,000 for the fiscal
      2005.




Investment
      management fees and service revenues of $32,467,000 for the twelve months ended
      April 30, 2006 were up $702,000, or 2% above the prior fiscal year’s revenues of
      $31,765,000. Investment management fees and service revenues of $8,307,000
      for
      the fourth quarter ended April 30, 2006 were 8% above the prior fiscal year’s
      revenues of $7,677,000. 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. The decline in brokerage revenues was mostly offset by
      higher investment advisory fees that resulted primarily from a 21% increase
      in
      the net assets of the Value Line Funds, which included fee waivers for certain
      of the Value Line Funds at April 30, 2006. Total mutual funds net assets as
      of
      April 30, 2006 were approximately $3.8 billion.




Operating
      expenses for the twelve months ended April 30, 2006 of $50,006,000 were 13%
      below expenses of $57,394,000 for the previous fiscal year. Total advertising
      and promotional expenses of $13,671,000 for the twelve months ended April 30,
      2006 were 33% below the prior year’s expenses of $20,455,000. The decrease in
      advertising expenses resulted primarily from the reduction in the frequency
      of
      marketing campaigns in fiscal 2006 for the Company’s investment periodicals and
      media advertising for brand recognition. Salaries and employee benefit expenses
      of $19,025,000 for the twelve months ended April 30, 2006 were down 2% compared
      to expenses of $19,445,000 for the prior fiscal year. Production and
      distribution expenses for the twelve months ended April 30, 2006 of $7,073,000
      were 18% below expenses of $8,589,000 for fiscal 2005. The decline in expenses
      for the twelve months of fiscal 2006 was primarily due to lower paper, printing
      and distribution costs that resulted in part from a decrease in circulation
      of
      the print products. Office and administrative expenses for the first twelve
      months of fiscal 2006 of $10,237,000 were 15% higher than the prior fiscal
      year’s expenses of $8,905,000. The increase in administrative expenses was
      primarily due to an increase in professional fees and the additional costs
      associated with outsourcing certain of the mutual fund administration
      functions.


-16-




For
      the
      twelve months ended April 30, 2006, the Company’s income from securities
      transactions of $3,869,000 was 53% below securities transactions income of
      $8,278,000 last fiscal year. Income from securities transactions for the twelve
      months ended April 30, 2006 included dividend and interest income of $1,844,000.
      Realized capital gains, net of unrealized capital losses, during the twelve
      months of fiscal 2006 were $2,212,000, of which $2,355,000 represented
      distributions from the Value Line Mutual Funds and $75,000 from an installment
      sale of an investment in a privately held company. The income from securities
      transactions for the twelve months of fiscal 2006 compares to dividend and
      interest income of $602,000 and capital gains of $7,676,000 from sales of
      securities included in the Company’s trading and available for sale portfolios
      included in the twelve months ended April 30, 2005. The prior fiscal year
      included capital gains that resulted from partial sales of the Company’s equity
      securities in preparation for payment of a special dividend of $17.50 per common
      share during the first quarter of fiscal 2005 and redeployment of the remaining
      proceeds in fixed income government obligations. Capital gains for the twelve
      months of fiscal 2005 also included $433,000 from the initial proceeds from
      the
      installment sale of an investment in a privately held company.




**Liquidity
      and Capital Resources**




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




The
      Company’s cash flow from operations of $18,919,000 for the twelve months ended
      April 30, 2006 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. 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 last year, which primarily resulted
      from purchases of fixed income securities in fiscal 2005. Cash outflows from
      financing activities of $9,981,000 during fiscal year 2006 represent the payment
      of the Company’s quarterly dividend of $0.25 per share for each quarter. 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.




From
      time
      to time, AB&Co., the Company’s controlling shareholder, has purchased
      additional shares of Value Line, Inc. in the market when and as AB&Co. has
      determined it to be appropriate. As stated several times in the past, the public
      is reminded that AB&Co. may make additional purchases from time to time in
      the future.




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 anticipates no
      borrowing for fiscal year 2007.


-17-





**Fiscal
      2005**





**Operating
      Results**




Net
      income for the twelve months ended April 30, 2005 of $21,318,000 or $2.14 per
      share was 5% above net income of $20,350,000 or $2.04 per share in fiscal 2004.
      Operating income of $27,084,000 for the twelve months ended April 30, 2005
      was
      9% above operating income of $24,739,000 for the same period of the last fiscal
      year. Operating income of $8,534,000 for the three months ended April 30, 2005
      was 17% higher than operating income of $7,300,000 for the comparable period
      of
      the last fiscal year. Retained Earnings of $30,798,000 at April 30, 2005 were
      58% higher than Retained Earnings of $19,459,000 at April 30, 2004.




Subscription
      revenues of $52,713,000 for the twelve months ended April 30, 2005 were level
      with subscription revenues for the same period of the prior fiscal year.
      Revenues from all electronic publications were up 9% over the previous year
      while licensing fees were up 123% for the twelve months ended April 30, 2005.
      Revenues from all print products were down 5% compared to the last fiscal year’s
      level. Investment management fees and service revenues of $31,765,000 for the
      twelve months ended April 30, 2005 were 3% below the prior fiscal year’s
      revenues of $32,773,000, primarily because beginning November 2004, VLS
      suspended its business of effecting trades for any of the Value Line Funds,
      from
      which it had earned net commission revenues.




Operating
      expenses for the twelve months ended April 30, 2005 of $57,394,000 were 5%
      below
      the last fiscal year’s expenses of $60,531,000. Total advertising and
      promotional expenses of $20,455,000 were 6% below the prior year’s expenses of
      $21,821,000. The decrease in advertising expenses resulted primarily from the
      postponement of direct mail expenses until fiscal 2006. Salaries and employee
      benefit expenses of $19,445,000 were 6% below expenses of $20,764,000 recorded
      in the prior fiscal year as a result of staff reductions in the mutual fund
      product and asset management divisions. Production and distribution costs for
      the twelve months ended April 30, 2005 of $8,589,000 were 8% below expenses
      of
      $9,300,000 at April 30, 2004. The decline in expenses was primarily due to
      lower
      paper, printing and distribution costs that resulted in part from a decrease
      in
      circulation of the print and electronic versions of our products. Office and
      administrative expenses of $8,905,000 were 3% higher than the prior fiscal
      year’s expenses of $8,646,000. The increase in administrative expenses was
      primarily due to an increase in professional fees including expenses to settle
      an action in the New York Supreme Court with a small mutual fund company
      relating to a proposed transaction and higher rent expenses resulting from
      scheduled lease escalations. The increases in administrative expenses were
      offset by lower depreciation of fixed assets and lower software licensing and
      hardware maintenance fees.




The
      Company’s income from securities transactions, net, of $8,278,000 for the twelve
      months ended April 30, 2005 was slightly above securities transactions income
      of
      $8,266,000 for the same period of the last fiscal year. Income from securities
      transactions, net, for the twelve months ended April 30, 2005 included dividend
      and interest income of $602,000 and capital gains of $7,676,000 from sales
      of
      equity securities from the Company’s short-term trading and available for sale
      portfolios, which compares to dividend and interest income of $4,259,000 and
      capital gains of $4,017,000 from sales of securities from the Company’s
      short-term trading and available for sale portfolios for the same period of
      the
      last fiscal year. The lower dividend and interest income during fiscal 2005
      was
      a result of sales of the Company’s fixed income securities during the latter
      part of fiscal 2004 in preparation for payment on May 19, 2004 of a special
      dividend of $17.50 per share paid to all shareholders.
      Income from securities transactions, net, for the twelve months ended April
      30,
      2005 also included $433,000 from the initial proceeds from the installment
      sale
      of an investment in a privately held company.


-18-




**Liquidity
      and Capital Resources**




The
      Company had working capital as of April 30, 2005 of $45,401,000. Cash and
      short-term securities as of April 30, 2005 totaled $82,245,000.




The
      Company’s cash flow from operations of $36,590,000 for the twelve months ended
      April 30, 2005 was 371% higher than fiscal 2004’s cash flow of $7,771,000. The
      rise in cash flow from operations was primarily due to the liquidation of the
      Company’s trading securities portfolio and higher net income. Net cash outflows
      of $24,071,000 from investing activities during the twelve months of fiscal
      2005
      primarily resulted from purchases of fixed income securities. Net cash inflows
      of $170,102,000 during fiscal 2004 resulted primarily from sales of fixed income
      securities in preparation for payment on May 19, 2004 of a special dividend
      in
      the amount of $174,678,000.




From
      time
      to time, AB&Co., the Company’s controlling shareholder, has purchased
      additional shares of Value Line, Inc. in the market when and as AB&Co. has
      determined it to be appropriate. As stated several times in the past, the public
      is reminded that AB&Co. may make additional purchases from time to time in
      the future.




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 anticipates no
      borrowing for fiscal year 2006.




**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:





·
            demand
                for and market acceptance of new and existing
                products;


·
            renewals
                of subscriptions for the Company’s
                products;


·
            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;


·
            competitive
                product and pricing pressures;


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




-19-




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.





**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
            
            $
            2,999
            
            $
            1,690
            
            $
            1,309
            
            
            —
            
            
            —Purchase
                Obligations
            
            
            —
            
            
            —
            
            
            —
            
            
            —
            
            
            —Other
                Long-term Obligations reflected on Balance Sheet
            
            $
            37,726
            
            $
            28,224
            
            $
            9,502
            
            
            —
            
            
            —TOTAL
            
            $
            40,725
            
            $
            29,914
            
            $
            10,811
            
            
            —
            
            
            —





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





**Market
      Risk Disclosures**




The
      Company’s Consolidated Balance Sheet includes a substantial amount of assets and
      liabilities 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.


-20-




**Interest
      Rate Risk**




The
      Company’s management prefers to invest in highly liquid debt securities with
      extremely low credit risk. Value Line’s strategy is to acquire securities that
      are attractively priced in relation to the perceived credit risk. Management
      recognizes and accepts 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, 2006Investments
                in securities with fixed maturities
            
            $
            41,585
            
            $
            41,549
            
            $
            41,801
            
            $
            41,514
            
            $
            41,821As
                of April 30, 2005Investments
                in securities with fixed maturities
            
            $
            39,065
            
            $
            38,927
            
            $
            39,253
            
            $
            38,911
            
            $
            39,326




Management
      regularly monitors the maturity structure of the Company’s investments in fixed
      maturity U.S. government debt obligations 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.


-21-




Value
      Line invests a significant level of its assets in equity securities, primarily
      the Value Line family of equity mutual funds. Each mutual fund invests in a
      variety of equity positions of various companies thereby diversifying Value
      Line’s risk. Value Line has also utilized derivative financial instruments in
      the past to minimize market price risk, although no such derivative financial
      instruments were utilized during fiscal 2006 and 2005.




The
      table
      below summarizes Value Line’s equity price risks as of April 30, 2006 and 2005
      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.





EstimatedFair
                Value after
            
            Hypothetical
                PercentageHypothetical
            
            Hypothetical
            
            Increase
                (Decrease) inEquity
                Securities
            
            Fair
                Value
            
            Price
                Change
            
            Change
                in Prices
            
            Shareholders’
                EquityAs
                of April 30, 2006
            
            $
            46,644
            
            
            30%
                increase
            
            $
            60,637
            
            
            14.69
            %30%
                decrease
            
            $
            32,651
            
            
            (14.69
            )%As
                of April 30, 2005
            
            $
            37,209
            
            
            30%
                increase
            
            $
            48,372
            
            
            16.44
            %30%
                decrease
            
            $
            26,046
            
            
            (16.44
            )%





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
                NumbersReport
                of independent accountants
            32Consolidated
                balance sheets--April 30, 2006 and 2005
            33Consolidated
                statements of income and retained earnings -- years ended April 30,
                2006,
                2005 and 2004
            34Consolidated
                statements of cash flows -- years ended April 30, 2006, 2005 and
                2004
            35Consolidated
                statement of changes in shareholders’ equity -- years ended April 30,
                2006, 2005 and 2004
            36Notes
                to the consolidated financial statements
            37
                - 45Supplementary
                schedules
            46
                - 47




-22-


Quarterly
      Results (Unaudited):


(in
      thousands, except per share amounts)





Income
            
            
            
            EarningsTotal
            
            From
            
            Net
            
            PerRevenues
            
            Operations
            
            Income
            
            Share2006,
                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
            
            $
            2.142004,
                by Quarter -First
            
            $
            21,057
            
            $
            5,572
            
            $
            4,998
            
            $
            0.50Second
            
            
            20,670
            
            
            5,827
            
            
            5,525
            
            
            0.55Third
            
            
            21,498
            
            
            6,040
            
            
            4,904
            
            
            0.49Fourth
            
            
            22,045
            
            
            7,300
            
            
            4,923
            
            
            0.50Total
            
            $
            85,270
            
            $
            24,739
            
            $
            20,350
            
            $
            2.04





Item
      9.
      CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
      AND FINANCIAL DISCLOSURE.




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


-23-





Item
      9A.
      CONTROLS AND PROCEDURES.




(a)
            Evaluation
                of Disclosure Controls and
                Procedures.





The
      Company's Chief Executive Officer and Chief Financial 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, 2006, as required by paragraph
      (b)
      of Exchange Act Rules 13a-15
      or
      15d-15. The Company’s Chief Executive Officer and Chief Financial 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.




Based
      upon the controls evaluation performed, the Chief Executive Officer and Chief
      Financial Officer have concluded that as of April 30, 2006, the Company's
      disclosure controls and procedures were effective to provide reasonable
      assurance that material information relating to the Company and its consolidated
      subsidiaries is recorded, processed, summarized and reported within the time
      periods specified in the Securities and Exchange Commission’s rules and
      forms.





(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,
      2006.


-24-





Part
      III





Item
      10.
      DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.





(a)Names
                of Directors, Age as of
            
            DirectorJune
                30, 2006 and Principal Occupation
            
            SinceJean
                Bernhard Buttner* (71). Chairman of the Board, President, and Chief
                Executive Officer of the Company and Arnold Bernhard & Co., Inc.
                Chairman of the Board and President of each of the Value Line
                Funds.
            
            1982Samuel
                Eisenstadt (84). Senior Vice President and Research Chairman of the
                Company.
            
            1982Herbert
                Pardes, MD (72). President and CEO of New York- Presbyterian
                Hospital.
            
            2000Edward
                J. Shanahan (62). President and Headmaster, Choate Rosemary Hall
(boarding
                school); Director and Chairman, Foundation for Greater Opportunity
                (independent educational foundation).
            
            2004Dr.
                Edgar A. Buttner (43). Postdoctoral Fellow, Research Associate, Harvard
                University
                since 2003; Research Associate and Instructor, McLean Hospital, 2002-2003;
                Postdoctoral Fellow, Massachusetts Institute of Technology, 1997-
                2001;
                DirectorofArnold
                Bernhard & Co., Inc. Dr. Buttner is the son of Jean Bernhard
                Buttner.
            
            2003Marion
                N. Ruth (71). President, Ruth Realty.
            
            2005Howard
                A. Brecher* (52). Vice President and Secretary of the Company; Assistant
                Treasurer and Assistant Secretary of each of the Value Line Funds
                since
                2005; Director, Vice President, Secretary, Treasurer and General
                Counsel
                of Arnold Bernhard & Co., Inc.
            
            1992David
                T. Henigson* (48). Vice President and Chief Compliance Officer of
                the
                Company;
                Vice President, Secretary and Chief Compliance Officer of each of
                the
                Value Line Funds; Vice President and Director of Arnold Bernhard
&
                Co., Inc.
            
            1992





*
            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."




-25-




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.




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, principal
      accounting officer, and all other employees.





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 2005 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
      our 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
      2006.





Item
      11.
      EXECUTIVE COMPENSATION.





Information
      required by this item will be filed as an amendment to this Form
      10-K.


-26-





Item
      12.
      SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.





The
      following table sets forth information as of June 30, 2006 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
            
            Number
                of Shares
            
            Percentage
                of Sharesof
                Beneficial Owner
            
            Beneficially
                Owned
            
            Beneficially
                Owned1Arnold
                Bernhard
            
            
            8,631,032
            
            
            86.47
            %&
                Co., Inc.1220
                East 42nd StreetNew
                York, NY 10017




The
      following table sets forth information as of June 30, 2006, 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
      officers and directors as a group.





Name
                and Address
            
            Number
                of Shares
            
            Percentage
                of Sharesof
                Beneficial Owner
            
            Beneficially
                Owned
            
            Beneficially
                Owned1Jean
                Bernhard Buttner
            
            
            100
            1,2
            
            *Howard
                A. Brecher
            
            
            200
            
            
            *Samuel
                Eisenstadt
            
            
            100
            
            
            *David
                T. Henigson
            
            
            150
            
            
            *Dr.
                Herbert Pardes
            
            
            100
            
            
            *Edward
                J. Shanahan
            
            
            100
            
            
            *Stephen
                R. Anastasio
            
            
            100
            
            
            *Edgar
                A. Buttner
            
            
            100
            
            
            *Mitchell
                E. Appel
            
            
            100
            
            
            *Marion
                N. Ruth
            
            
            200
            
            
            *All
                directors and executive officers as a group
              (10
                persons)
            
            
            1,250
            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.




-27-




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.





Arnold
      Bernhard & Co., Inc. (“AB&Co.”) utilizes the services of officers and
      employees of the Company to the extent necessary to conduct its business. The
      Company and AB&Co., Inc. allocate costs for office space, equipment and
      supplies and support staff pursuant to a servicing and reimbursement. During
      the
      years ended April 30, 2006, 2005, and 2004, the Company was reimbursed $918,000,
      $689,000 and $489,000, respectively, for payments it made on behalf of and
      services it provided to AB&Co. At April 30, 2006 and 2005, Receivable from
      affiliates included a Receivable from AB&Co. of $154,000 and $107,000,
      respectively. For the years ended April 30, 2006, 2005, and 2004, the Company
      made payments to AB&Co. for federal income tax amounting to $11,895,000,
      $12,115,000 and $10,650,000, respectively. At April 30, 2006 accrued taxes
      payable included a federal tax liability owed to AB&Co. in the amount of
      $449,000. At April 30, 2005 accrued taxes payable included a federal tax
      liability owed to the Company from AB&Co. in the amount of $145,000. In
      addition, a tax-sharing arrangement allocates the tax liabilities of the two
      companies between them. The Company pays to AB&Co., Inc. an amount equal to
      the Company's liability as if it filed separate tax returns.




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
      funds. VLS receives service and distribution fees under rule 12b-1 of the
      Investment Company Act of 1940 from the mutual 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, 2006, 2005, and 2004, investment management fees,
      service and distribution fees and brokerage commission income amounted to
      $31,278,000, $30,206,000 and $30,851,000, respectively, after fee waivers.
      These
      amounts include service and distribution fees of $9,915,000, $9,609,000 and
      $9,638,000, respectively. The related receivables from the funds for management
      advisory fees and service and distribution fees included in Receivable from
      affiliates were $2,751,000 and $2,406,000 at April 30, 2006 and 2005,
      respectively.





Item
      14.
      PRINCIPAL ACCOUNTANT FEES AND SERVICES.





Audit
      and
      Non-Audit Fees




For
      the
      fiscal years ended April 30, 2006 and 2005, fees for services provided by Horowitz
      & Ullmann, P.C. were as follows:




2006
            
            2005Audit
                fees
            
            $
            134,695
            
            $
            129,450Audit-related
                fees
            
            $
            24,190
            
            $
            51,790Tax
                fees
            
            $
            76,960
            
            $
            89,430All
                other fees
            
            $
            0
            
            $
            0




-28-


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 pre-approval policies and procedures.




Part
      IV





Item
      15.
      EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.




(a)
            1.    
                Financial Statements


See
      Part
      II Item 8.




2.
            Schedules


Schedule
      XIII - Other Investments. (Reg. S-X, Article 5)





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 10K 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 and January 19, 2006, for the
                Company’s premises located at 220 East 42ndStreet, 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, 2004.21
            Subsidiaries
                of the Registrant.31
            Rules
                13a-14(a) and 15d-14(a) Certifications.32
            Section
                1350 Certifications.




-29-





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, 2006, to be signed on its behalf by the undersigned,
      thereunto duly authorized.







**VALUE
      LINE, INC.**


(Registrant)






By: 
      /s/ Jean Bernhard Buttner


Jean
      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 Buttner


Jean
      Bernhard Buttner


Chairman
      & Chief Executive Officer






By: 
      /s/ Mitchell E. Appel


Mitchell
      E. Appel


Chief
      Financial Officer







Dated:
      July 28, 2006


-30-


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, 2006, to be signed on its behalf by the undersigned as
      Directors of the Registrant.




/s/
                Jean Bernhard Buttner
            
            /s/
                Howard A. BrecherJean
                Bernhard Buttner
            
            Howard
                A. Brecher/s/
                Edgar A. Buttner
            
            /s/
                Samuel EisenstadtEdgar
                A. Buttner
            
            Samuel
                Eisenstadt/s/
                Edward J. Shanahan
            
            /s/
                David T. HenigsonEdward
                J. Shanahan
            
            David
                T. Henigson/s/
                Dr. Herbert Pardes
            
            /s/
                Marion N. RuthDr.
                Herbert Pardes
            
            Marion
                N. Ruth








Dated:
      July 28, 2006


-31-




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






A
              member of the AICPA for Public Company Audit Firms
            275
                Madison AvenueNew
              York State Society of CPAs
            New
                York, NY  10016PCAOB
              registered
            Telephone: 
                (212) 532-3736Facsimile: 
                (212) 545-8997E-mail:
                cpas@horowitz-ullmann.com




**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, 2006 and 2005 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, 2006.
        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, 2006 and 2005, 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, 2006, in conformity with accounting principles generally
        accepted in the United States of America.
 
 Our
        audits of the consolidated financial statements referred to above also included
        an audit of the Financial Statement Schedules listed in Item 15 (a) of Form
        10-K. In our opinion, these Financial Statement Schedules present fairly,
        in all
        material respects, the information set forth therein when read in conjunction
        with the related consolidated statements.
 
 
  New
        York,
        NY
 July
        24,
        2006
 -32-


**Value
                Line, Inc.****Consolidated
                Balance Sheets****(in
                thousands, except share
                amounts)**




**April
                  30,**
              
              **April
                  30,****2006**
              
              **2005**AssetsCurrent
                  Assets:Cash
                  and cash equivalents (including short terminvestments
                  of $14,885 and $5,654, respectively)
              
              $
              15,331
              
              $
              5,971Trading
                  securities
              
              
              22,314
              
              
              ---Securities
                  available for sale
              
              
              65,915
              
              
              76,274Accounts
                  receivable, net of allowance for doubtfulaccounts
                  of $72 and $52, respectively
              
              
              3,037
              
              
              3,096Receivable
                  from affiliates
              
              
              2,917
              
              
              2,557Prepaid
                  expenses and other current assets
              
              
              1,617
              
              
              1,468Deferred
                  income taxes
              
              
              88
              
              
              32Total
                  current assets
              
              
              111,219
              
              
              89,398Long
                  term assets:Property
                  and equipment, net
              
              
              5,406
              
              
              5,984Capitalized
                  software and other intangible assets, net
              
              
              2,589
              
              
              3,483Total
                  long term assets
              
              
              7,995
              
              
              9,467Total
                  assets
              
              $
              119,214
              
              $
              98,865Liabilities
                  and Shareholders' EquityCurrent
                  Liabilities:Accounts
                  payable and accrued liabilities
              
              $
              6,186
              
              $
              4,331Accrued
                  salaries
              
              
              1,495
              
              
              1,247Dividends
                  payable
              
              
              2,495
              
              
              2,495Accrued
                  taxes payable
              
              
              560
              
              
              ---Unearned
                  revenue
              
              
              28,224
              
              
              29,748Deferred
                  income taxes
              
              
              8,436
              
              
              6,176Total
                  current liabilities
              
              
              47,396
              
              
              43,997Long
                  term liabilities:Unearned
                  revenue
              
              
              9,502
              
              
              10,344Deferred
                  charges
              
              
              381
              
              
              381Total
                  long term liabilities
              
              
              9,883
              
              
              10,725Shareholders'
                  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
              
              
              44,256
              
              
              30,798Treasury
                  stock, at cost (18,400 shares on 4/30/06and
                  4/30/05)
              
              
              (354
              )
              
              (354
              )Accumulated
                  other comprehensive income, net of tax
              
              
              16,042
              
              
              11,708Total
                  shareholders' equity
              
              
              61,935
              
              
              44,143Total
                  liabilities and shareholders' equity
              
              $
              119,214
              
              $
              98,865


See
      independent auditor's report and accompanying notes to the consolidated
      financial statements.


-33-


**Value
          Line, Inc.**
 **Consolidated
          Condensed Statements of Income**
 **(in
          thousands, except per share amounts)**


Years
                  ended April 30,2006
              
              2005
              
              2004Revenues:Investment
                  periodicals andrelated
                  publications
              
              $
              47,703
              
              $
              50,172
              
              $
              51,360Licensing
                  fees
              
              
              5,016
              
              
              2,541
              
              
              1,137Investment
                  management fees & svcs
              
              
              32,467
              
              
              31,765
              
              
              32,773Total
                  revenues
              
              
              85,186
              
              
              84,478
              
              
              85,270Expenses:Advertising
                  and promotion
              
              
              13,671
              
              
              20,455
              
              
              21,821Salaries
                  and employee benefits
              
              
              19,025
              
              
              19,445
              
              
              20,764Production
                  and distribution
              
              
              7,073
              
              
              8,589
              
              
              9,300Office
                  and administration
              
              
              10,237
              
              
              8,905
              
              
              8,646Total
                  expenses
              
              
              50,006
              
              
              57,394
              
              
              60,531Income
                  from operations
              
              
              35,180
              
              
              27,084
              
              
              24,739Income
                  from securities transactions, net
              
              
              3,869
              
              
              8,278
              
              
              8,266Income
                  before income taxes
              
              
              39,049
              
              
              35,362
              
              
              33,005Provision
                  for income taxes
              
              
              15,610
              
              
              14,044
              
              
              12,655Net
                  income
              
              $
              23,439
              
              $
              21,318
              
              $
              20,350Earnings
                  per share, basic & fully diluted
              
              $
              2.35
              
              $
              2.14
              
              $
              2.04Weighted
                  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.


-34-




**Value
                  Line, Inc.****Consolidated
                  Condensed Statements of Cash
                  Flows**(**in
                  thousands)**




Years
                  ended April 30,**2006**
              
              **2005**
              
              **2004****Cash
                  flows from operating activities:**Net
                  income
              
              $
              23,439
              
              $
              21,318
              
              $
              20,350Adjustments
                  to reconcile net income to net cashprovided
                  by operating activities:Depreciation
                  and amortization
              
              
              2,275
              
              
              2,506
              
              
              2,726Gains
                  on sales of trading securities andsecurities
                  available for sale
              
              
              (2,430
              )
              
              (8,802
              )
              
              (3,075
              )Unrealized
                  losses/(gains) on trading securities
              
              
              217
              
              
              1,128
              
              
              (942
              )Loss
                  on disposal of fixed assets
              
              
              139
              
              
              —
              
              
              —Deferred
                  income taxes
              
              
              (204
              )
              
              (371
              )
              
              146Changes
                  in assets and liabilities:Proceeds
                  from sales of trading securities
              
              
              —
              
              
              43,385
              
              
              41,549Purchases
                  of trading securities
              
              
              (4,364
              )
              
              (22,024
              )
              
              (55,406
              )(Decrease)/increase
                  in unearned revenue
              
              
              (2,366
              )
              
              (779
              )
              
              2,292(Decrease)/increase
                  in deferred charges
              
              
              (84
              )
              
              15
              
              
              (344
              )Increase
                  in accounts payable and accrued expenses
              
              
              1,939
              
              
              796
              
              
              1,043Increase/(decrease)
                  in accrued salaries
              
              
              248
              
              
              (329
              )
              
              186Increase/(decrease)
                  in accrued taxes payable
              
              
              560
              
              
              (294
              )
              
              (144
              )(Increase)/decrease
                  in prepaid expenses and othercurrent
                  assets
              
              
              (149
              )
              
              595
              
              
              (667
              )Decrease/(increase)
                  in accounts receivable
              
              
              59
              
              
              (917
              )
              
              667(Increase)/decrease
                  in receivable from affiliates
              
              
              (360
              )
              
              363
              
              
              (610
              )Total
                  adjustments
              
              
              (4,520
              )
              
              15,272
              
              
              (12,579
              )**Net
                  cash provided by operating activities**
              
              
              18,919
              
              
              36,590
              
              
              7,771Cash
                  flows from investing activities:Proceeds
                  from sales of equity securities
              
              
              2,430
              
              
              12,671
              
              
              5,788Purchase
                  of equity securities
              
              
              (2,467
              )
              
              (1,039
              )
              
              (1,425
              )Proceeds
                  from sales of fixed income securities
              
              
              9,650
              
              
              9,019
              
              
              229,127Purchases
                  of fixed income securities
              
              
              (8,249
              )
              
              (43,092
              )
              
              (61,210
              )Acquisition
                  of property and equipment
              
              
              (218
              )
              
              (194
              )
              
              (271
              )Expenditures
                  for capitalized software
              
              
              (724
              )
              
              (1,436
              )
              
              (1,907
              )**Net
                  cash provided by/(used in) investing activities**
              
              
              422
              
              
              (24,071
              )
              
              170,102Cash
                  flows from financing activities:Dividends
                  paid
              
              
              (9,981
              )
              
              (184,656
              )
              
              (9,982
              )**Net
                  cash used in financing activities**
              
              
              (9,981
              )
              
              (184,656
              )
              
              (9,982
              )Net
                  increase/(decrease) in cash and cash equivalents
              
              
              9,360
              
              
              (172,137
              )
              
              167,891**Cash
                  and cash equivalents at beginning of year**
              
              
              5,971
              
              
              178,108
              
              
              10,217**Cash
                  and cash equivalents at end of year**
              
              $
              15,331
              
              $
              5,971
              
              $
              178,108


See
      independent auditor's report and accompanying notes to the consolidated
      financial statements.


-35-




**VALUE
      LINE, INC.**


**CONSOLIDATED
        CONDENSED STATEMENT OF CHANGES IN SHAREHOLDERS'
        EQUITY**
 **FOR
        THREE YEARS ENDED APRIL 30, 2006, 2005 & 2004**
 **(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, 2003
                
                
                9,981,600
                
                $
                1,000
                
                $
                991
                
                $
                (354
                )
                
                
                
                $
                183,768
                
                $
                9,973
                
                $
                195,378Comprehensive
                    incomeNet
                    income
                
                
                
                
                
                
                
                
                
                
                
                
                
                $
                20,350
                
                
                20,350
                
                
                
                
                
                20,350Other
                    comprehensive income,net
                    of tax:Change
                    in
                    unrealizedgains
                    on securities
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                4,229
                
                
                
                
                
                4,229
                
                
                4,229Comprehensive
                    income
                
                
                
                
                
                
                
                
                
                
                
                
                
                $
                24,579Dividends
                    declared
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                (184,659
                )
                
                
                
                
                (184,659
                )Balance
                    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,net
                    of taxes
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                (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
                
                $
                61,935


See
      independent auditor's report and accompanying notes to the consolidated
      financial statements.


-36-




**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: Subscription revenues are recognized ratably over the terms
          of the
          subscriptions. Accordingly, the amount of subscription fees to be earned
          by
          servicing subscriptions after the date of the balance sheet is shown as
          unearned
          revenue.
 Investment
          management fees (except 12b-1 fees) and brokerage commission income are
          recorded
          as the related services are performed (see note 3). Service and distribution
          fees under Rule 12b-1 are earned every month based on the average net assets
          of
          the respective mutual fund.
 
 Valuation
          of Securities:
 The
          Company's securities classified as available for sale consist of shares
          of the
          Value Line Mutual Funds ("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 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. Trading
          securities held by the Company and subsidiaries are valued at market with
          unrealized gains and losses included in earnings.
 
 Market
          valuation of securities listed on a securities exchange and over-the-counter
          securities traded on the NASDAQ Global Market is based on the closing sales
          prices on the last business day of each month. In the absence of closing
          sales
          prices for such securities, and for other securities traded in the
          over-the-counter market, the security is valued at the midpoint between
          the
          latest available and representative asked and bid prices.
 
 Valuation
          of open-ended mutual fund shares is based upon the daily net asset values
          of the
          shares as calculated by such funds.
 
 The
          market value of the Company's fixed maturity government debt obligations
          are
          determined utilizing quoted prices at the end of each day provided by an
          outside
          pricing service.
 
 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.
 
 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, 2006 and 2005, cash equivalents included $14,746,000 and
          $5,546,000, respectively, invested in the Value Line money market
          funds.
 -37-
 **Value
          Line, Inc.**
 **Notes
          to Consolidated Financial Statements**
   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 $15,156,000, $14,666,000, and $12,755,000
          in
          fiscal 2006, 2005, and 2004, respectively. Interest payments of $11,000,
          $7,000,
          and $18,000 were made in fiscal 2006, 2005, and 2004, 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. The fourteen Value Line Funds have adopted service and
          distribution plans under rule 12b-1 of the Investment Company Act of 1940.
          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 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.
 
 For
          the
          twelve months ended April 30, 2006 investment management fees and 12b-1
          service
          and distribution fees amounted to $31,378,000, which included fee waivers
          for
          certain of the Value Line Funds. For the years ended April 30, 2005, and
          2004,
          investment management fees, 12b-1 service and distribution fees and brokerage
          commission income amounted to $30,206,000, and $30,851,000, respectively.
          These
          amounts include service and distribution fees of $9,915,000, $9,609,000,
          and
          $9,638,000, respectively. There was no brokerage commission income in fiscal
          year 2006. In fiscal years 2005 and 2004 these amounts included brokerage
          commission income of $1,378,000 and $2,736,000, respectively. The related
          receivables from the funds for management advisory fees and service and
          distribution fees included in Receivable from affiliates were $2,751,000,
          and
          $2,406,000 at April 30, 2006 and 2005, respectively.
 
 For
          the
          years ended April 30, 2006, 2005, and 2004, the Company was reimbursed
          $918,000,
          $689,000 and $489,000, respectively, for payments it made on behalf of
          and
          services it provided to the Parent. At April 30, 2006 and 2005, Receivable
          from
          affiliates included a Receivable from the Parent of $154,000 and $107,000,
          respectively. For the years ended April 30, 2006, 2005, and 2004, the Company
          made payments to the Parent for federal income tax amounting to $11,895,000,
          $12,115,000 and $10,650,000, respectively. At April 30, 2006 accrued taxes
          payable included a federal tax liability owed to the Parent in the amount
          of
          $449,000. At April 30, 2005 accrued taxes payable included a federal tax
          liability owed to the Company from the Parent in the amount of $145,000.
          These
          data are in accordance with the tax sharing arrangement described in Note
          6.
 
 **Note
          4-Investments:**
 
 **Trading
          Securities:**
 
 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. There were no realized trading gains or losses
          during
          fiscal year 2006. The proceeds from sales of trading securities during
          fiscal
          years ended April 30, 2005 and 2004, were $43,385,000 and $41,549,000,
          respectively, and the related net realized trading gains amounted to $2,502,000
          and $2,084,000, respectively. The net changes in trading securities for
          the
          period ended April 30, 2006 was $22,402,000. The net changes in unrealized
          gains
          or losses for the periods ended April 30, 2006, 2005, and 2004, of $88,000
          loss,
          $1,128,000 loss, and $942,000 gain, respectively, were included in the
          Consolidated Statement of Income.
 -38-
  **Value
            Line, Inc.**
 **Notes
            to Consolidated Financial Statements**
 **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 $21,635,000 and the
          market
          value was $46,644,000 at April 30, 2006. The aggregate cost of the equity
          securities classified as available for sale was $19,169,000 and the market
          value
          was $37,209,000 at April 30, 2005. The total gains for equity securities
          with
          net gains included in Accumulated Other Comprehensive Income on the Consolidated
          Balance Sheet are $25,009,000 and $18,157,000, net of deferred taxes of
          $8,803,000 and $6,355,000, as of April 30, 2006 and 2005, respectively.
          There
          were no losses on equity securities included in Accumulated Other Comprehensive
          Income for fiscal year 2006. Losses on equity securities included in Accumulated
          Other Comprehensive Income for the fiscal years ended April 30, 2005 was
          $117,000, net of deferred tax benefit of $42,000. The increase in gross
          unrealized gains on these securities of $6,969,000 and the decrease of
          $3,810,000, net of deferred taxes of $2,453,000 and $1,344,000, were included
          in
          Shareholders' Equity at April 30, 2006 and 2005, respectively. Realized
          capital
          gains from the sales of securities classified as available for sale were
          $2,430,000, $6,177,000 and $1,441,000 of which $2,355,000, $5,738,000 and
          $1,413,000 of capital gains were reclassified out of Accumulated Other
          Comprehensive Income into earnings during fiscal years ended April 30,
          2006,
          2005, and 2004, respectively. The proceeds from sales of securities including
          capital gain distributions reinvested in the Value Line Funds during the
          fiscal
          years ended April 30, 2006, 2005, and 2004 were $2,430,000, $12,671,000
          and
          $9,751,000, 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:**
 
 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, 2006
          for U.S. government debt securities classified as available for sale were
          as
          follows:
 (In
                  Thousands)Historical
              
              
              
              Gross
                  UnrealizedMaturity
              
              Cost
              
              Fair
                  Value
              
              Holding
                  LossesDue
                  in less than 2 years
              
              $
              10,778
              
              $
              10,641
              
              
              ($137
              )Due
                  in 2-5 years
              
              
              8,745
              
              
              8,630
              
              
              (115
              )Total
                  investment in debt securities
              
              $
              19,523
              
              $
              19,271
              
              
              ($252
              )
  The
        aggregate cost and fair value at April 30, 2005 for U.S. government debt
        securities classified as available for sale were as follows:
  (In
                  Thousands)Historical
              
              
              
              Gross
                  UnrealizedMaturity
              
              Cost
              
              Fair
                  Value
              
              Holding
                  LossesDue
                  in less than 2 years
              
              $
              34,506
              
              $
              34,481
              
              
              ($25
              )Due
                  in 2-5 years
              
              
              4,587
              
              
              4,584
              
              
              (3
              )Total
                  investment in debt securities
              
              $
              39,093
              
              $
              39,065
              
              
              ($28
              )
  The
        unrealized losses of $252,000 and $28,000 in U.S. government debt securities
        net
        of deferred taxes of $89,000 and $10,000, respectively, were included in
        Accumulated Other Comprehensive Income on the Consolidated Balance Sheets
        as of
        April 30, 2006 and 2005, respectively. During fiscal year 2006, the Company
        reclassified $18,038,000 of US 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 Condensed Statement
        of Income.
 The
          average yield on the U.S. Government debt securities classified as available
          for
          sale at April 30, 2006 and April 30, 2005 was 3.76% and 3.62%,
          respectively.
 
 Proceeds
          from sales of government debt securities classified as available for sale
          during
          fiscal years 2006, 2005, and 2004 were $9,650,000, $9,019,000 and $230,210,000,
          respectively. There were no related gains or losses on sales of government debt
          securities during fiscal 2006 or 2005. In fiscal 2004, the related loss
          on sales
          of $354,000 was reclassified from Accumulated Other Comprehensive Income
          in the
          Balance Sheet.
 -39-
 **Value
          Line, Inc.**
 **Notes
          to Consolidated Financial Statements**
 For
          the
          years ended April 30, 2006, 2005, and 2004, income from securities transactions
          also included $483,000, $239,000,and $247,000 of dividend income; $1,361,000,
          $363,000, and $4,012,000 of interest income; and $11,000, $7,000 and $18,000
          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
                  30,2006
              
              2005(in
                  thousands)Land
              
              $
              726
              
              $
              726Building
                  and leasehold improvements
              
              
              7,284
              
              
              7,834Furniture
                  and equipment
              
              
              10,652
              
              
              10,75218,662
              
              
              19,312Accumulated
                  depreciation and amortization
              
              
              (13,256
              )
              
              (13,328
              )$
              5,406
              
              $
              5,984
  **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 30,2006
              
              2005
              
              2004(in
                  thousands)Current:Federal
              
              $
              12,486
              
              $
              11,860
              
              $
              10,453State
                  and local
              
              
              3,328
              
              
              2,555
              
              
              2,05615,814
              
              
              14,415
              
              
              12,509Deferred:Federal
              
              
              (148
              )
              
              (361
              )
              
              134State
                  and local
              
              
              (56
              )
              
              (10
              )
              
              12(204
              )
              
              (371
              )
              
              146Provision
                  for income taxes
              
              $
              15,610
              
              $
              14,044
              
              $
              12,655
  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 30,2006
              
              2005
              
              2004(in
                  thousands)Unrealized
                  gains on securities held for sale
              
              
              ($8,715
              )
              
              ($6,304
              )
              
              ($7,648
              )Unrealized
                  gains on trading securities
              
              
              (76
              )
              
              —
              
              
              (395
              )Depreciation
                  and amortization
              
              
              (90
              )
              
              (356
              )
              
              (101
              )Deferred
                  professional fees
              
              
              246
              
              
              342
              
              
              348Deferred
                  charges
              
              
              214
              
              
              183
              
              
              151Other,
                  net
              
              
              (15
              )
              
              (41
              )
              
              65($8,436
              )
              
              ($6,176
              )
              
              ($7,580
              )
  Included
        in deferred income taxes in total current assets are deferred state and local
        income taxes of $88,000 and $32,000 at April 30, 2006 and 2005,
        respectively.
 -40-
 **Value
          Line, Inc.**
 **Notes
          to Consolidated Financial Statements**
  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 30,2006
              
              2005
              
              2004(in
                  thousands)Tax
                  expense at the U.S. statutory rate
              
              $
              13,667
              
              $
              12,377
              
              $
              11,552Increase
                  (decrease) in tax expense from:State
                  and local income taxes, net offederal
                  income tax benefit
              
              
              2,127
              
              
              1,654
              
              
              1,344Effect
                  of tax exempt income and dividend deductions
              
              
              (293
              )
              
              (88
              )
              
              (278
              )Other,
                  net
              
              
              109
              
              
              101
              
              
              37Provision
                  for income taxes
              
              $
              15,610
              
              $
              14,044
              
              $
              12,655
  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.
 **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 upon the salaries of
          eligible employees and the amount of consolidated net operating income
          as
          defined in the Plan. Plan expense, included in salaries and employee benefits
          in
          the Consolidated Statements of Income and Retained Earnings, for the years
          ended
          April 30, 2006, 2005, and 2004 was $1,244,000, $1,082,000, and $1,217,000,
          respectively.
 
 **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 expires in May 2008
          subject to an option 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.
 
 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)2007
              
              $
              1,6902008
              
              
              1,0392009
              
              
              1622010
              
              
              108Thereafter
              
              
              —$
              2,999
  Rental
        expense for the years ended April 30, 2006, 2005 and 2004 under operating
        leases
        covering office space was $1,724,000, $1,799,000, and $1,544,000,
        respectively.
 -41-
 **Value
          Line, Inc.**
 **Notes
          to Consolidated Financial Statements**
  **Note
          9-Business Segments:**
 
 The
          Company operates two reportable business segments: Publishing and Investment
          Management Services. The publishing segment produces investment related
          periodicals in both print and electronic form, and licensing fees. 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.
  Disclosure
          of Reportable Segment Profit and Segment Assets (in
          thousands)
  April
                  30, 2006Publishing
                  &
              
              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, 2005Publishing
                  &
              
              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
  April
                  30, 2004Publishing
                  &
              
              InvestmentLicensing
              
              Management
              
              TotalRevenues
                  from external customers
              
              $
              52,497
              
              $
              32,773
              
              $
              85,270Intersegment
                  revenues
              
              
              193
              
              
              —
              
              
              193Income
                  from securities transactions
              
              
              4
              
              
              8,262
              
              
              8,266Depreciation
                  and amortization
              
              
              2,632
              
              
              62
              
              
              2,694Segment
                  profit
              
              
              14,391
              
              
              10,380
              
              
              24,771Segment
                  assets
              
              
              14,592
              
              
              74,786
              
              
              89,378Expenditures
                  for segment assets
              
              
              2,128
              
              
              45
              
              
              2,173
  -42-
  **Value
        Line, Inc.**
 **Notes
        to Consolidated Financial Statements**






Reconciliation
          of Reportable Segment Revenues, Operating Profit and Assets
 (in
          thousands)
 2006
              
              2005
              
              2004**Revenues**Total
                  revenues for reportable segments
              
              $
              85,300
              
              $
              84,658
              
              $
              85,463Elimination
                  of intersegment revenues
              
              
              (114
              )
              
              (180
              )
              
              (193
              )Total
                  consolidated revenues
              
              $
              85,186
              
              $
              84,478
              
              $
              85,270**Segment
                  profit**Total
                  profit for reportable segments
              
              $
              38,183
              
              $
              35,028
              
              $
              33,037Add:  
                  Income from securities transactionsrelated
                  to corporate assets
              
              
              884
              
              
              350
              
              
              —Less: 
                  Depreciation related to corporate assets
              
              
              (18
              )
              
              (16
              )
              
              (32
              )Income
                  before income taxes
              
              $
              39,049
              
              $
              35,362
              
              $
              33,005**Assets**Total
                  assets for reportable segments
              
              $
              96,623
              
              $
              59,280
              
              $
              89,378Corporate
                  assets
              
              
              22,591
              
              
              39,585
              
              
              177,546Consolidated
                  total assets
              
              $
              119,214
              
              $
              98,865
              
              $
              266,924
 **Note
        10-Net Capital:**
 The
          Company's wholly owned subsidiary, Value Line Securities, Inc., 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, dividends
          may
          only be declared if aggregate indebtedness is less than twelve times net
          capital.
 
 At
          April
          30, 2006, the net capital, as defined, of Value Line Securities, Inc. of
          $23,866,195 exceeded required net capital by $23,766,195 and the ratio
          of
          aggregate indebtedness to net capital was .06 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,
          2006 and
          2005, 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
          Value Line Securities, Inc. did not do so during fiscal 2006, during prior
          periods it executed, as agent, securities transactions on behalf of the
          Value
          Line Funds. If either the mutual fund or a counter party fails to perform,
          Value
          Line Securities, Inc. might be 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 2006, 2005 or 2004,
          nor
          accounts receivable for 2006 or 2005.
 
 **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, 2006, 2005, and 2004, 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.
 -43-
  **Value
          Line, Inc.**
 **Notes
          to Consolidated Financial Statements**
    The
          components of comprehensive income that are included in the Statement of
          Changes
          in Shareholders' Equity are as follows:
 (in
                  thousands)Before
              
              Tax
              
              Net
                  ofTax
              
              (Expense)
              
              TaxAmount
              
              or
                  Benefit
              
              AmountYear
                  ended 4-30-06Unrealized
                  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 4-30-05Unrealized
                  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
              )Year
                  ended 4-30-04Unrealized
                  Gains on Securities:Unrealized
                  Holding Gains/(Losses) Arising during the period
              
              $
              7,566
              
              
              ($2,649
              )
              $
              4,917Less:
                  Reclassification adjustmentsfor
                  gains realized in net income
              
              
              (1,059
              )
              
              371
              
              
              (688
              )Other
                  Comprehensive income
              
              $
              6,507
              
              
              ($2,278
              )
              $
              4,229
  -44-
 **Value
            Line, Inc.**
 **Notes
            to Consolidated Financial Statements**
   **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, 2006 and 2005, the Company capitalized $508,000 and $861,000 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,
          2006,
          2005 and 2004 was $916,000, $940,000, and $889,000, 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
          without a material adverse effect on the Company. A related entity of the
          defendant in the 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 has been transferred
          from
          Texas to New York. On March 2, 2006 the Federal Judge in New York granted
          the
          Company's motion dismissing three causes of action. The court allowed one
          cause
          of action to continue at this time. Although
          the ultimate outcome of the litigation is subject to the inherent uncertainties
          of any legal proceeding, based upon Counsel's analysis of the factual and
          legal
          issues and the Company's meritorious defenses, it is management's belief
          that
          the expected outcome of this matter will not have a 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 a preliminary inquiry. Thereafter,
          the staff has requested documents and information relating to, among other
          things, trades for the Company's and affiliates' proprietary accounts,
          the
          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 operation and financial condition.
 -45-




**Value
                  Line Inc.****Schedule
                  1-Marketable
                  Securities****As
                  of April 30,
                  2006**
  **Number
                  of**
              
              **Historical**
              
              **Market****Shares**
              
              **Cost**
              
              **Value****Marketable
                  Securities**Federal
                  Home Loan Bank 3.375% Due 2/07
              
              
              15,000
              
              
              14,758,500
              
              
              14,782,500Missouri
                  State Cert. Participation Muni Bond 5% due
                  6/08
              
              
              3,155
              
              
              3,279,591
              
              
              3,232,771Orange
                  Cnty Fla Tourist Dev. Tax Muni Bond 5.5% due
                  10/20
              
              
              3,000
              
              
              3,220,980
              
              
              3,171,840Potterville
                  MI Public School Muni Bond 5.75% due
                  5/20
              
              
              1,065
              
              
              1,143,704
              
              
              1,126,962**Total
                  Marketable Securities**
              
              
              
              
              **$**
              **22,402,775**
              
              **$**
              **22,314,073**
  -46-




**Value
                    Line Inc.****Schedule
                    X111-Other Investments:
                    4/30/06**
  **Historical**
                
                **Market****Investments
                    In Value Line Mutual
                    Funds**
                
                **Cost**
                
                **Value**The
                    Value Line Fund
                
                
                655,157
                
                
                661,098The
                    Value Line Income & Growth Fund
                
                
                607,822
                
                
                611,445The
                    Value Line Emerging Opportunity Fund
                
                
                6,437,825
                
                
                17,806,316The
                    Value Line Asset Allocation Fund
                
                
                13,930,768
                
                
                27,561,937**Total
                    Investment In Value Line Mutual
                    Funds**
                
                **$**
                **21,631,572**
                
                **$**
                **46,640,796****300
                    Shares of National Association of Securities Dealers,
                    Inc.**
                
                **$**
                **3,300**
                
                **$**
                **3,300****Fixed
                    Income Investments**Treasury
                    Note 2.625% due 11/06
                
                
                5,704,898
                
                
                5,628,750Chicago
                    Illinois School Finance Muni Bond 5.375% due
                    6/08
                
                
                1,244,814
                
                
                1,205,402Texas
                    Tax & Revenue 4.5% due 8-31-06
                
                
                5,073,100
                
                
                5,012,250Georgia
                    State General Obligation Muni Bond 5% due
                    12/08
                
                
                3,175,260
                
                
                3,099,570Weekly
                    Adjustable Northern California Transmission Muni Bond due
                    5/24
                
                
                4,325,000
                
                
                4,325,000**Total
                    Fixed Income Investments**
                
                **$**
                **19,523,072**
                
                **$**
                **19,270,972****Total
                    Securities Available For
                    Sale**
                
                **$**
                **41,157,944**
                
                **$**
                **65,915,068**
 
 -47-