UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      D.C. 20549





**AMENDMENT
      NO. 1**


**TO**


**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: Common
      Stock, $.10 par value





Name
      of
      each exchange on which registered: NASDAQ
      Stock Market, LLC





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





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





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





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





Indicate
      by check mark if disclosure of delinquent filers pursuant to Item 405 of
      Regulations S-K (§229.405 of this chapter) is not contained herein, and will not
      be contained, to the best of registrant’s knowledge, 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
      III





Item
      11.
      EXECUTIVE COMPENSATION.





SUMMARY
      COMPENSATION TABLE





The
      following table sets forth information concerning the compensation for services
      in all capacities to the Company for the fiscal years ended April 30, 2006,
      2005, and 2004 of the chief executive officer of the Company and the four most
      highly compensated executive officers other than the chief
      executive.






**Annual
                Compensation****Name
                and**
              **Principal
                Position**
            
            **Fiscal**
              **Year**
            
            **Salary
                ($)**
            
            **Bonus
                ($)**
            
            **All
                Other**
              **Compensation
                (a) ($)**Jean
                B. Buttner
              Chairman
                of the Board and
              Chief
                Executive Officer
            
            2006
              2005
              2004
            
            
            931,045
              917,286
              917,286
            
            
            --
              --
              --
            
            
            19,880
              18,086
              16,814Samuel
                Eisenstadt
              Senior
                Vice President and
              Research
                Chairman
            
            2006
              2005
              2004
            
            
            140,983
              138,900
              138,900
            
            
            125,000
              125,000
              125,000
            
            
            16,213
              14,571
              13,890David
                T. Henigson
              Vice
                President
            
            2006
              2005
              2004
            
            
            380,363
              111,175
              100,000
            
            
            --
              207,500
              415,000
            
            
            24,150
              11,662
              10,000Howard
                A. Brecher
              Vice
                President
            
            2006
              2005
              2004
            
            
            50,750
              50,000
              50,000
            
            
            400,000
              400,000
              400,000
            
            
            5,836
              5,245
              5,000Stephen
                R. Anastasio
              Treasurer
            
            2006
              2005
              2004
            
            
            113,256
              100,000
              100,000
            
            
            45,600
              58,800
              120,000
            
            
            13,024
              10,247
              10,000





-------------------------




(a)
            Employees
                of the Company are members of the Value Line Profit Sharing and Savings
                Plan (the "Plan"). The Plan provides for a discretionary annual
                contribution out of net operating income which is (subject to legal
                limitations) proportionate to the salaries of eligible employees.
                The
                Company's contribution expense was $1,244,000 for the year ended
                April 30,
                2006. Each employee's interest in the Plan is invested in such proportions
                as the employee may elect in shares of one or more of the mutual
                funds
                which are available for investment by plan participants, for which
                the
                Company acts as investment adviser. Distributions under the Plan
                vest in
                accordance with a schedule based upon the employee's length of service
                and
                are payable upon request at the time of the employee’s retirement, death,
                total disability, or termination of
                employment.





2





Compensation
      of Directors





A
      director who is also an employee of the Company receives no compensation for
      his
      service on the Board in addition to that compensation which he receives as
      an
      employee. Effective January 12, 2006, a director who is not an employee of
      the
      Company is paid a director’s fee of $25,000 per year. Members of the Audit
      Committee are paid an additional fee of $20,000 per year. Prior to January
      2006,
      a director who was not an employee of the Company was paid a director’s fee of
      $3,000 per year plus $1,750 for each Board meeting attended and $2,500 for
      each
      Audit Committee meeting attended.





Compensation
      Committee Interlocks and Insider Participation





The
      members of the Compensation Committee at the conclusion of the fiscal year
      ended
      April 30, 2006 were Herbert Pardes, M.D., Marion N. Ruth and Edward J. Shanahan.
      From May 1, 2005, until January 12, 2006, the Compensation Committee consisted
      of Edward J. Shanahan, Howard A. Brecher and David T. Henigson although no
      Compensation Committee meetings were held nor actions taken from July 15, 2005
      to January 12, 2006. During such fiscal year, Messrs. Brecher and Henigson
      each
      served as an officer and director of the Company and each of its subsidiaries.
      Each of such individuals also served as an officer and director of Arnold
      Bernhard & Co., Inc. Certain relationships between the Company and Arnold
      Bernhard & Co., Inc. are described within the Form 10-K filed July 28, 2006.
      Jean B. Buttner, the Chairman, President and Chief Executive Officer of the
      Company, is a Trustee of Choate Rosemary Hall of which Mr. Shanahan is the
      President and Headmaster.




Item
      12.
      Security Ownership of Certain Beneficial Owners and Management




The
      following table sets forth information as of June 30, 2006 (except as noted
      in
      note 2 below) as to shares of the Company’s Common Stock held by persons known
      to the Company to be the beneficial owners of more than 5% of the Company’s
      Common Stock.




Name
                and Address
              of
                Beneficial Owner
            
            Number
                of Shares
              Beneficially
                Owned
            
            Percentage
                of SharesBeneficially
                Owned(1)Arnold
                Bernhard & Co., Inc.(1)
              220
                East 42nd Street
              New
                York, NY 10017
            
            
            8,631,032
            
            
            86.47%Wellington
                Management Company, LLC (2)
              75
                State Street
              Boston,
                MA 02109
            
            
            541,083
            
            
            5.15%




-----------------




(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.




(2)
            Reflects
                beneficial ownership reported by Wellington Management Company, LLP
                in a
                Schedule 13G filed with the Securities and Exchange Commission on
                February
                14, 2006. Wellington Management stated in its Schedule 13G that it
                was
                reporting in its capacity as investment adviser, that the subject
                securities were owned of record by clients of Wellington Management
                and
                that those clients have the right to receive, or the power to direct
                the
                receipt of, dividends from, or the proceeds from the sale of, such
                securities.




3





SIGNATURES








Pursuant
      to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
      1934, the Registrant has duly caused this Amendment No. 1 to 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 ButtnerJean
              Bernhard ButtnerChairman
              & Chief Executive Officer




Pursuant
      to the requirements of the Securities Exchange Act of 1934, this Amendment
      No. 1
      to Form 10-K has been signed below by the following persons on behalf of the
      Registrant and in the capacities and on the dates indicated.





By:
              /s/
                Jean
                Bernhard ButtnerJean
                Bernhard ButtnerChairman
                & Chief Executive Officer
  
 By:
              /s/
                Mitchell E. AppelMitchell
                E. AppelChief
                Financial Officer





Dated:
      August 18, 2006




4




Pursuant
      to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
      1934, the Registrant has duly caused this Amendment No. 1 to 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/
                Marion N. Ruth
            /s/
                Samuel EisenstadtMarion
                N. Ruth
            Samuel
                Eisenstadt/s/
                Edward J. Shanahan
            /s/
                David T. HenigsonEdward
                J. Shanahan
            David
                T. Henigson/s/
                Dr. Herbert Pardes
            /s/
                Edgar A. ButtnerDr.
                Herbert Pardes
            Edgar
                A. Buttner







Dated:
      August 18, 2006




5