VALUE LINE US GOVERNMENT SECURITIES FUND INC
N-30D, 1998-10-27
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                                 ---------------
                                  ANNUAL REPORT
                                 ---------------
                                 August 31, 1998
                                 ---------------


                                   Value Line
                                 U.S. Government
                                   Securities
                                   Fund, Inc.


                                     [LOGO]
                                   VALUE LINE
                                     No-Load
                                     Mutual
                                     Funds


<PAGE>

Value Line U.S. Government Securities Fund, Inc.

                                                               To Our Value Line
- --------------------------------------------------------------------------------

To Our Shareholders

We are pleased to report  that the Value Line U.S.  Government  Securities  Fund
returned  10.28% for the fiscal  year ended  August 31,  1998.  For  comparative
purposes, the Lipper Intermediate U.S. Government Fund Index*, that most closely
matches the maturity  strategy of your Fund,  produced a return of 9.92%.  As we
have  previously  indicated,  the Fund  seeks ". . . to  obtain  maximum  income
without undue risk of principal . . ." by investing in a portfolio of government
securities with an average  maturity ranging between 5 and 10 years. The broader
unrestricted Lipper General U.S. Government Fund Index* returned 10.42%.

The above  returns are the product of favorable  fiscal and monetary  policy and
low inflation.  These powerful  forces produced strong tax revenues that reduced
the government's  budget deficit to a surplus and consequently  reduced the need
for  financing in the credit  markets.  Adding global  uncertainties  to the mix
created a world-wide  flight to the safety of the U.S. dollar and U.S.  Treasury
securities.

Interest rates dropped from 6.70% on the 30 year Treasury bond as the year began
to a  thirty-year  low of 5.25% on August 31,  1998.  Bond  yields  were  pushed
downward  by  expectations  of slower  domestic  growth in the wake of the Asian
crisis.  As the crisis spread to Latin America,  the world's  financial  markets
were severely rocked once again, with the Dow Jones Industrial  Average tumbling
nearly 20% in just over a month. Bond yields continued to decline reaching a low
of 4.71% in early October.  The U.S.  Treasury bond market benefited the most as
investors  fled from the  volatile  equity and foreign  exchange  markets to the
safety of U.S.  Treasury bonds.  More recently,  the collapse of several notable
hedge funds  resulted in heavy selling of US long bonds  pushing  yields back to
5.125%.  Government  bonds were the place to be in fixed  income,  as most other
bond  market  sectors,   including  all  corporate  bonds  and   mortgage-backed
securities, dramatically underperformed treasuries.

The Fund's  management  team believes that,  although the major move in interest
rates is behind us, bond yields are likely to move lower  approaching  4.50%. In
this  environment,  the Fund will  continue to  emphasize  the  highest  quality
government securities and intermediate maturities to protect your principal from
undue risk.  One area of value we expect to  emphasize in the near future is the
government  mortgage-backed  sector,  that is priced at the cheapest levels in a
decade, representing the potential for superior returns.

                                         Sincerely,

                                         /s/ Jean Bernhard Buttner

                                         Jean Bernhard Buttner
                                         Chairman and President

October 16, 1998


- --------------------------------------------------------------------------------
*    The Lipper  Intermediate U.S. Government Fund Index invests at least 65% of
     fund assets in securities issued or guaranteed by the U.S. Government,  its
     agencies, or its instrumentalities, with dollar-weighted average maturities
     of five to ten years. The Lipper General U.S. Government Fund Index invests
     at least 65% of fund assets in U.S. government and agency issues.


- --------------------------------------------------------------------------------
2

<PAGE>

                                Value Line U.S. Government Securities Fund, Inc.

U.S. Government Securities Fund Shareholders
- --------------------------------------------------------------------------------

Economic Observations

The U.S.  economy  has  slowed  considerably  since the early part of this year,
principally  as a result of the fallout from the series of financial  crises now
engulfing the Pacific Rim,  Russia,  and parts of Latin America.  As such,  this
nation's gross domestic  product,  which expanded at better than a 5% rate early
in the  year,  is  currently  proceeding  at just  about a third  of that  pace.
Moreover,  the figures  released in recent weeks,  including  those  relating to
manufacturing,  housing, retailing, and employment do not suggest that we'll see
any appreciable  strengthening  in economic  activity over the next three to six
months.

At this  point,  though,  we do not  believe  that this  slower pace of economic
activity is the opening act in a serious domestic business  downturn.  Our sense
is that the global  crisis will  gradually  recede over the next 12 to 18 months
and that the continuing modest level of inflation in this country will encourage
the Federal Reserve Board, which has already reduced  short-term  interest rates
in recent weeks, to relax the credit reins again--perhaps before year-end.

Performance Data:*

                                          Growth of                        
                                         an Assumed          Average
                                        Investment of        Annual
                                           $10,000        Total Return
                                        -------------     ------------
1 year ended 6/30/98 ..............        $10,966            9.66%
5 years ended 6/30/98 .............        $12,328            4.27%
10 years ended 6/30/98 ............        $20,465            7.42%
                                        
                         
*  The average annual total returns for the one, five and ten year periods ended
   August 31, 1998, were 10.28%, 4.15% and 7.69%, respectively.  The performance
   data  quoted  represent  past  performance  and are no  guarantee  of  future
   performance.  The  average  annual  total  return  and  growth of an  assumed
   investment  of  $10,000  include  dividends   reinvested  and  capital  gains
   distributions  accepted in shares.  The investment return and principal value
   of an investment will fluctuate so that an investment,  when redeemed, may be
   worth more or less than its original cost.

- --------------------------------------------------------------------------------
                                                                               3

<PAGE>

Value Line U.S. Government Securities Fund, Inc.

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

          Comparison of Change in Value of a $10,000 Investment in the
  Value Line U.S. Government Securities Fund, Inc., the Lehman Aggregate Bond
                  Index, and the Lehman Government Bond Index





 [THE FOLLOWING TABLE WAS REPRESENTED AS A LINE CHART IN THE PRINTED MATERIALS]







The ten-year  period  covered by this graph is from  September 1, 1988 to August
31, 1998.


- --------------------------------------------------------------------------------
4

<PAGE>

                                Value Line U.S. Government Securities Fund, Inc.

Schedule of Investments                                          August 31, 1998
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   Principal                                                                        Maturity
    Amount                                                                    Rate    Date        Value
- ----------------------------------------------------------------------------------------------------------
<S>                                                                           <C>    <C>      <C>
U.S. TREASURY OBLIGATIONS (5.8%)
 $ 10,300,000  U.S. Treasury Notes........................................... 6.25%  2/28/02  $ 10,688,310
 ------------                                                                                 ------------
   10,300,000  TOTAL U.S. TREASURY OBLIGATIONS (Cost $10,555,086) ...........                   10,688,310
 ------------                                                                                 ------------

U.S. GOVERNMENT AGENCY OBLIGATIONS (88.8%)
               FEDERAL NATIONAL MORTGAGE ASSOCIATION (55.3%)
    7,782,333  Federal National Mortgage Association Pool #313031............ 6.83   7/01/03     8,230,440
   15,016,433  Federal National Mortgage Association Pool #313443............ 6.78   4/01/04    15,814,706
   10,000,000  Federal National Mortgage Association......................... 5.75   6/15/05    10,110,900
    8,613,726  Federal National Mortgage Association Pool #313032............ 7.04   7/01/06     9,284,735
   10,446,777  Federal National Mortgage Association Pool #375667............ 6.02   2/01/08    10,420,660
    5,000,000  Federal National Mortgage Association......................... 5.75   2/15/08     5,047,000
   10,000,000  Federal National Mortgage Association Pool #380188............ 6.45   4/01/08    10,228,125
   13,087,466  Federal National Mortgage Association REMIC Trust 1992-6 Z.... 7.50   1/25/21    13,550,239
    9,954,580  Federal National Mortgage Association Pool #412682............ 6.00   3/01/28     9,800,483
    4,932,270  Federal National Mortgage Association Pool #424691............ 6.50   4/01/28     4,952,295
    4,930,311  Federal National Mortgage Association Pool #425239............ 6.50   4/01/28     4,950,328
 ------------                                                                                 ------------
   99,763,896  TOTAL FEDERAL NATIONAL MORTGAGE
 ------------
                 ASSOCIATION (Cost $99,765,393) .............................                  102,389,911
                                                                                               -----------
               FEDERAL HOME LOAN MORTGAGE CORPORATION (23.0%)
   10,000,000  Federal Home Loan Mortgage Corporation........................ 5.75   7/15/03    10,151,700
   12,000,000  Federal Home Loan Mortgage Corporation........................ 5.90   2/14/06    12,216,480
   10,000,000  Federal Home Loan Mortgage Corporation........................ 5.75   4/15/08    10,094,900
    3,431,063  Federal Home Loan Mortgage Corporation REMIC 1157 KZ.......... 7.50  10/15/20     3,439,161
    6,761,000  Federal Home Loan Mortgage Corporation REMIC 1674 B........... 6.05  10/15/21     6,817,725
 ------------                                                                                 ------------
   42,192,063  TOTAL FEDERAL HOME LOAN MORTGAGE
 ------------
                 CORPORATION (Cost $41,949,235) .............................                   42,719,966
                                                                                              ------------
               FEDERAL HOME LOAN BANK (4.3%)
    8,000,000  Federal Home Loan Bank........................................ 5.50   8/13/01     8,053,760
 ------------                                                                                 ------------
    8,000,000  TOTAL FEDERAL HOME LOAN BANK (Cost $7,977,910) ...............                    8,053,760
 ------------                                                                                 ------------
               TENNESSEE VALLEY AUTHORITY (2.8%)
    5,000,000  Tennessee Valley Authority Global Bonds Series C.............. 6.00   3/15/13     5,139,250
 ------------                                                                                 ------------
    5,000,000  TOTAL TENNESSEE VALLEY AUTHORITY (Cost $4,923,035) ...........                    5,139,250
 ------------                                                                                 ------------
</TABLE>

- --------------------------------------------------------------------------------
                                                                               5

<PAGE>

Value Line U.S. Government Securities Fund, Inc.

Schedule of Investments                                          August 31, 1998
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   Principal                                                                        Maturity
    Amount                                                                    Rate    Date        Value
- ----------------------------------------------------------------------------------------------------------
<S>                                                                           <C>    <C>      <C>
               GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (2.1%)
 $  3,902,718  Government National Mortgage Association
                 Project Loan Pool #262847...................................10.25%  9/15/23  $  3,902,718
 ------------                                                                                 ------------
    3,902,718  TOTAL GOVERNMENT NATIONAL MORTGAGE
 ------------
                 ASSOCIATION (Cost $3,973,430) ..............................                    3,902,718
                                                                                              ------------
               RESOLUTION TRUST CORPORATION SECURITIES (1.3%)
    2,427,472  Resolution Trust Corporation 1992-5 A-6....................... 9.24   5/25/26     2,473,108
 ------------                                                                                 ------------
    2,427,472  TOTAL RESOLUTION TRUST CORPORATION (Cost $2,466,918)..........                    2,473,108
 ------------                                                                                 ------------
  161,286,149  TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS
 ------------
                 (Cost $161,055,921) ........................................                  164,678,713
                                                                                               -----------
  171,586,149  TOTAL INVESTMENT SECURITIES (94.6%) (Cost $171,611,007) ......                  175,367,023
 ------------                                                                                 ------------

REPURCHASE AGREEMENT (3.4%) (including accrued interest)
    6,300,000  Collateralized by $4,855,000 U.S. Treasury Bonds, 10.75%,
                 due 8/15/05, with a value of $6,460,118 (with State Street
                 Bank and Trust Company, 5.82%, dated 8/31/98,
                 due 9/1/98, delivery value $6,301,019)......................                    6,301,019
               EXCESS OF CASH AND OTHER ASSETS
                 OVER LIABILITIES (2.0%) ....................................                    3,625,712
                                                                                              ------------
               NET ASSETS (100.0%) ..........................................                 $185,293,754
                                                                                              ============

               NET ASSET VALUE, OFFERING AND REDEMPTION PRICE
                 PER OUTSTANDING SHARE ($185,293,754 / 16,199,429
                 shares of capital stock outstanding) .......................                       $11.44
                                                                                              ============
</TABLE>

See Notes to Financial Statements.

- --------------------------------------------------------------------------------
6

<PAGE>

                                Value Line U.S. Government Securities Fund, Inc.

Statement of Assets and Liabilities
at August 31, 1998
- --------------------------------------------------------------------------------

Assets:
Investment securities at value
  (Cost--$171,611,007) ..................................         $ 175,367,023
Repurchase agreement
  (Cost--$6,301,019) ....................................             6,301,019
Cash ....................................................               437,997
Receivable for capital shares sold ......................             2,013,749
Interest receivable .....................................             1,458,489
                                                                  -------------
    Total Assets ........................................           185,578,277
                                                                  =============

Liabilities:
Payable for capital shares
  repurchased ...........................................               118,026
Accrued expenses:
  Advisory fee ..........................................                77,002
  Other .................................................                89,495
                                                                  -------------
    Total Liabilities ...................................               284,523
                                                                  -------------
Net Assets ..............................................         $ 185,293,754
                                                                  =============

Net Assets consist of:
Capital stock, at $1 par value
  (authorized 100,000,000,
  outstanding 16,199,429 shares) ........................         $  16,199,429
Additional paid-in capital ..............................           212,555,823
Undistributed net investment income .....................             1,827,191
Accumulated net realized loss
  on investments ........................................           (49,044,705)
Net unrealized appreciation
  of investments ........................................             3,756,016
                                                                  -------------
Net Assets ..............................................         $ 185,293,754
                                                                  =============

Net Asset Value, Offering and
  Redemption Price per
  Outstanding Share
  ($185,293,754 / 16,199,429 shares
  outstanding) ..........................................         $       11.44
                                                                  =============



Statement of Operations
for the year ended August 31, 1998
- --------------------------------------------------------------------------------

Investment Income:
Interest income ........................................           $ 12,596,271
                                                                   ------------
Expenses:
Advisory fee ...........................................                932,396
Transfer agent fees ....................................                 92,277
Auditing and legal fees ................................                 50,302
Printing ...............................................                 39,464
Postage ................................................                 27,954
Custodian fees .........................................                 25,990
Telephone ..............................................                 17,637
Directors' fees and expenses ...........................                 15,671
Insurance, dues and other ..............................                 14,286
Registration and filing fees ...........................                 12,790
                                                                   ------------
  Total Expenses Before
    Custody Credits ....................................              1,228,767
  Less: Custody Credits ................................                (13,532)
                                                                   ------------
  Net Expenses .........................................              1,215,235
                                                                   ------------
Net Investment Income ..................................             11,381,036
                                                                   ------------
Net Realized and Unrealized Gain
  on Investments:
  Net Realized Gain ....................................              3,150,561
  Change in Net Unrealized
    Appreciation .......................................              3,614,686
                                                                   ------------
Net Realized Gain and Change in
  Net Unrealized Appreciation
  on Investments .......................................              6,765,247
                                                                   ------------
Net Increase in Net Assets
  from Operations ......................................           $ 18,146,283
                                                                   ============


See Notes to Financial Statements.

- --------------------------------------------------------------------------------
                                                                               7

<PAGE>

Value Line U.S. Government Securities Fund, Inc.

Statement of Changes in Net Assets
for the years ended August 31, 1998 and 1997
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                        Year Ended         Year Ended
                                                                        August 31,         August 31,
                                                                           1998               1997
                                                                        -------------------------------
<S>                                                                     <C>              <C>         
Operations:
  Net investment income ............................................    $ 11,381,036     $ 13,004,606
  Net realized gain on investments .................................       3,150,561          324,459
  Change in net unrealized appreciation ............................       3,614,686        4,068,492
                                                                        -----------------------------
  Net increase in net assets from operations........................      18,146,283       17,397,557
                                                                        -----------------------------

Dividends to Shareholders:
  Net investment income ............................................     (11,621,120)     (13,704,364)
                                                                        -----------------------------

Capital Share Transactions:
  Proceeds from sale of shares .....................................      23,808,062       15,492,038
  Proceeds from reinvestment of distributions to shareholders.......       9,423,276       10,979,149
  Cost of shares repurchased .......................................     (39,466,978)     (60,049,643)
                                                                        -----------------------------
  Decrease from capital share transactions .........................      (6,235,640)     (33,578,456)
                                                                        -----------------------------

Total Increase (Decrease) ..........................................         289,523      (29,885,263)

Net Assets:
  Beginning of year ................................................     185,004,231      214,889,494
                                                                        -----------------------------
  End of year ......................................................    $185,293,754     $185,004,231
                                                                        =============================
Undistributed Net Investment Income, at end of year ................    $  1,827,191     $  2,067,275
                                                                        =============================
</TABLE>


See Notes to Financial Statements.

- --------------------------------------------------------------------------------
8

<PAGE>

                                Value Line U.S. Government Securities Fund, Inc.

Notes to Financial Statements                                    August 31, 1998
- --------------------------------------------------------------------------------

1.   Significant Accounting Policies

Value Line U.S.  Government  Securities  Fund,  Inc.  (the "Fund") is registered
under the Investment Company Act of 1940, as amended, as a diversified, open-end
management  investment company whose primary  investment  objective is to obtain
maximum  income  without  undue  risk to  principal.  Capital  preservation  and
possible capital appreciation are secondary objectives.

The following significant accounting principles are in conformity with generally
accepted  accounting  principles  for  investment  companies.  Such policies are
consistently   followed  by  the  Fund  in  the  preparation  of  its  financial
statements.  Generally accepted accounting  principles may require management to
make estimates and assumptions  that affect the reported amounts and disclosures
in the financial statements. Actual results may differ from those estimates.

(A) Security Valuation. Where market quotations are readily available, portfolio
securities  are  valued  at  the  midpoint  between  the  latest  available  and
representative asked and bid prices, or when stock exchange valuations are used,
at the  latest  quoted  sale price as of the close of  business  of the New York
Stock Exchange on the valuation date. The Fund values mortgage-backed securities
other than GNMA's  (Government  National  Mortgage  Association) on the basis of
valuations  provided by dealers in such securities.  Some of the general factors
which may be  considered by the dealers in arriving at such  valuations  include
the fundamental  analytic data relating to the security and an evaluation of the
forces which  influence the market in which these  securities  are purchased and
sold.  Determination of values may involve  subjective  judgment,  as the actual
market value of a particular  security can be  established  only by  negotiation
between  the  parties in a sales  transaction.  The values for GNMA's and agency
debentures  are  determined  on the  valuation  date by reference to  valuations
obtained from an independent  pricing  service which  determines  valuations for
normal  institutional-size  trading units of debt securities,  without exclusive
reliance upon quoted prices. This service takes into account appropriate factors
such as  institutional-size  trading in  similar  groups of  securities,  yield,
quality, coupon rate, maturity, type of issue, trading characteristics and other
market data in determining valuations. Short-term instruments with maturities of
60 days or less at the date of  purchase  are valued at  amortized  cost,  which
approximates  market  value.  Other  assets  and  securities  for  which  market
valuations  are not readily  available will be valued at fair value as the Board
of Directors may determine in good faith.

(B)  Repurchase  Agreements.  In  connection  with  transactions  in  repurchase
agreements,  the Fund's custodian takes possession of the underlying  collateral
securities,  the value of which exceeds the principal  amount of the  repurchase
transaction,  including  accrued  interest.  To the extent  that any  repurchase
transaction   exceeds  one  business  day,  the  value  of  the   collateral  is
marked-to-market  on a daily basis to ensure the adequacy of the collateral.  In
the event of default of the obligation to repurchase,  the Fund has the right to
liquidate  the  collateral  and  apply  the  proceeds  in  satisfaction  of  the
obligation.  Under certain circumstances,  in the event of default or bankruptcy
by the  other  party  to the  agreement,  realization  and/or  retention  of the
collateral or proceeds may be subject to legal proceedings.

(C)  Federal  Income  Taxes.  It  is  the  Fund's  policy  to  comply  with  the
requirements  of the Internal  Revenue Code  applicable to regulated  investment
companies, including the distribution requirements of the Tax Reform Act, and to
distribute  all of its  taxable  income and capital  gains to its  shareholders.
Therefore, no federal income tax or excise tax provision is required.


- --------------------------------------------------------------------------------
                                                                               9

<PAGE>

Value Line U.S. Government Securities Fund, Inc.

                                                                 August 31, 1998
- --------------------------------------------------------------------------------

(D)  Security  Transactions  and  Related  Income.   Security  transactions  are
accounted for on the date the securities  are purchased or sold.  Realized gains
and losses on securities  transactions  are determined using the identified cost
method and interest  income is accrued as earned.  In computing  net  investment
income,  the Fund amortizes  discounts on securities  owned.  The Fund purchases
stripped mortgage-backed  securities at premiums and discounts. Cash is received
based on the  stated  coupon  rate and  interest  income is earned  based on the
security's effective  yield-to-maturity.  When the Fund purchases principal-only
securities,  although no interest  payments  are  received,  the  discounts  are
accrued   using   the   yield-to-maturity   method   based   on  the   effective
yield-to-maturity of the security.

2.   Capital Share Transactions and Dividends to Shareholders

Transactions in capital stock were as follows:

                                        Year Ended August 31,
                                       ----------------------
                                          1998         1997
                                       ----------------------
Shares sold .........................  2,118,818    1,407,967
Shares issued to shareholders in
  reinvestment of dividends .........    845,513    1,009,943
                                      -----------------------
                                       2,964,331    2,417,910
Shares repurchased .................. (3,517,468)  (5,469,260)
                                      -----------------------
Net decrease ........................  (553,137)   (3,051,350)
                                      =======================
Dividends per share ................. $     .70    $     .755
                                      =======================

Dividends and  distributions  to  shareholders  are recorded on the  ex-dividend
date.

On  September  24,  1998 the Fund's  Board of  Directors  declared  a  quarterly
dividend from net  investment  income of $.16 per share payable on September 29,
1998 to shareholders of record on September 25, 1998.

3.   Purchases and Sales of Securities

Purchases and sales of investment securities,  excluding short-term investments,
were as follows:

                                                               Year Ended    
                                                            August 31, 1998
                                                            ---------------
PURCHASES:                      
U.S. Treasury Obligations .............................       $111,126,008
U.S. Government Agency
  Obligations and Other
  Investment Securities ...............................        169,843,322
                                                              ------------
                                                              $280,969,330
                                                              ============

SALES AND REDEMPTIONS:
U.S. Treasury Obligations .............................       $122,978,546
U.S. Government Agency
  Obligations and Other
  Investment Securities ...............................        173,339,573
                                                              ------------
                                                              $296,318,119
                                                              ============

At August 31, 1998, the aggregate  cost of investment  securities and repurchase
agreement  for federal  income tax  purposes  was  $177,912,504.  The  aggregate
appreciation  and  depreciation  of investments  at August 31, 1998,  based on a
comparison of investment values and their costs for federal income tax purposes,
was $3,894,861 and $139,323  respectively,  resulting in a net  appreciation  of
$3,755,538.

For federal  income tax purposes,  the Fund had a net capital loss  carryover at
August 31, 1998 of approximately  $49,044,227 of which approximately $37,238,382
will expire in 2003,  $8,976,510  will expire in 2004 and $2,829,335 will expire
in 2005.  During the year ended August 31, 1998,  the Fund utilized prior year's
carryover losses of approximately $2,997,688 to offset net realized gains.


- --------------------------------------------------------------------------------
10

<PAGE>

                                Value Line U.S. Government Securities Fund, Inc.

Notes to Financial Statements
- --------------------------------------------------------------------------------

4.   Investment  Advisory  Contract,   Management  Fees  and  Transactions  With
     Affiliates

An  advisory  fee of  $932,396  was paid or payable  to Value  Line,  Inc.  (the
"Adviser"),  the Fund's investment adviser,  for the year ended August 31, 1998.
This was  computed at the annual rate of 1/2 of 1% of the Fund's  average  daily
net assets during the period and was paid monthly.

The Adviser  provides  research,  investment  programs,  and  supervision of the
investment  portfolio and pays costs of administrative  services,  office space,
equipment  and  compensation  of  administrative,   bookkeeping,   and  clerical
personnel  necessary  for  managing  the affairs of the Fund.  The Adviser  also
provides  persons,  satisfactory  to the Fund's  Board of  Directors,  to act as
officers and employees of the Fund and pays their  salaries and wages.  The Fund
bears all other costs and expenses.

Certain  officers and  directors of the Adviser and its  subsidiary,  Value Line
Securities,  Inc. (the Fund's distributor and a registered  broker/dealer),  are
also officers and a director of the Fund.

The Adviser and/or affiliated  companies and the Value Line, Inc. Profit Sharing
and Savings Plan at August 31, 1998 owned 953,822  shares of the Fund's  capital
stock,  representing 5.9% of the outstanding  shares. In addition,  officers and
directors  owned  233,384  shares of  capital  stock,  representing  1.4% of the
outstanding shares.


Financial Highlights
- --------------------------------------------------------------------------------

Selected data for a share of capital stock outstanding throughout each year:

<TABLE>
<CAPTION>
                                                                      Years Ended August 31,
                                                ----------------------------------------------------------------
                                                    1998          1997          1996         1995          1994
                                                ----------------------------------------------------------------
<S>                                              <C>           <C>           <C>          <C>            <C>    
Net asset value, beginning of year .........     $ 11.04       $ 10.85       $ 11.28      $ 11.20        $ 13.44
                                                ----------------------------------------------------------------
  Income (loss) from investment operations:
    Net investment income ..................         .69           .74           .77          .74            .82
    Net gains or losses on securities
      (both realized and unrealized)........         .41           .21          (.43)         .04          (1.80)
                                                ----------------------------------------------------------------
    Total income (loss) from
      investment operations ................        1.10           .95           .34          .78           (.98)
                                                ----------------------------------------------------------------
  Less distributions:
    Dividends from net investment income ...        (.70)         (.76)         (.77)        (.70)          (.93)
    Distributions from capital gains .......          --            --            --           --           (.33)
                                                ----------------------------------------------------------------
    Total distributions ....................        (.70)         (.76)         (.77)        (.70)         (1.26)
                                                ----------------------------------------------------------------
Net asset value, end of year ...............     $ 11.44       $ 11.04       $ 10.85      $ 11.28        $ 11.20
                                                ================================================================
Total return ...............................       10.28%         9.01%         3.06%        7.37%         -7.87%
                                                ================================================================
Ratios/Supplemental Data:
Net assets, end of year (in thousands) .....    $185,294      $185,004      $214,889     $256,004       $339,478
Ratio of operating expenses to 
  average net assets........................         .66%(1)       .65%(1)       .65%(1)      .66%           .63%
Ratio of net investment income to
  average net assets........................        6.07%         6.52%         6.74%        6.58%          6.58%
Portfolio turnover rate ....................         159%          255%          158%         193%           100%
</TABLE>

(1)  Before offset of custody credits.

See Notes to Financial Statements.


- --------------------------------------------------------------------------------
                                                                              11

<PAGE>

Value Line U.S. Government Securities Fund, Inc.

Report of Independent Accountants
- --------------------------------------------------------------------------------

To the Shareholders and Board of Directors of
Value Line U.S. Government Securities Fund, Inc.

In our opinion, the accompanying statement of assets and liabilities,  including
the schedule of  investments,  and the related  statements of operations  and of
changes  in net assets  and the  financial  highlights  present  fairly,  in all
material  respects,  the  financial  position  of  Value  Line  U.S.  Government
Securities  Fund,  Inc.  (the  "Fund") at August 31,  1998,  the  results of its
operations  for the year then  ended,  the changes in its net assets for each of
the two years in the period then ended and the financial  highlights for each of
the five years in the period then ended, in conformity  with generally  accepted
accounting  principles.  These  financial  statements  and financial  highlights
(hereafter referred to as "financial  statements") are the responsibility of the
Fund's  management;  our  responsibility  is to  express  an  opinion  on  these
financial  statements  based on our  audits.  We  conducted  our audits of these
financial  statements in accordance with generally  accepted auditing  standards
which 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,  which included
confirmation  of  securities  at August 31,  1998,  by  correspondence  with the
custodian  and  brokers,  provide a reasonable  basis for the opinion  expressed
above.


PricewaterhouseCoopers LLP
1177 Avenue of the Americas
New York, NY 10036-2798

October 22, 1998


- --------------------------------------------------------------------------------
12

<PAGE>

================================================================================

INVESTMENT ADVISER    Value Line, Inc.
                      220 East 42nd Street
                      New York, NY 10017-5891

DISTRIBUTOR           Value Line Securities, Inc.
                      220 East 42nd Street
                      New York, NY 10017-5891

CUSTODIAN BANK        State Street Bank and Trust Co.
                      225 Franklin Street
                      Boston, MA 02110

SHAREHOLDER           State Street Bank and Trust Co.
SERVICING AGENT       c/o NFDS
                      P.O. Box 419729
                      Kansas City, MO 64141-6729

INDEPENDENT           PricewaterhouseCoopers LLP
ACCOUNTANTS           1177 Avenue of the Americas
                      New York, NY 10036-2798

LEGAL COUNSEL         Peter D. Lowenstein, Esq.
                      Two Greenwich Plaza, Suite 100
                      Greenwich, CT 06830

Directors             Jean Bernhard Buttner
                      John W. Chandler
                      Leo R. Futia
                      David H. Porter
                      Paul Craig Roberts
                      Nancy-Beth Sheerr

OFFICERS              Jean Bernhard Buttner
                      Chairman and President
                      David T. Henigson
                      Vice President,
                      Secretary/Treasurer
                      Nathan N.J. Grant
                      Vice President
                      Bruce H. Alston
                      Vice President
                      Jack M. Houston
                      Assistant Secretary/Treasurer
                      Stephen La Rosa
                      Assistant Secretary/Treasurer


This report is issued for information of shareholders.  It is not authorized for
distribution  to  prospective  investors  unless  preceded or  accompanied  by a
currently effective prospectus of the Fund (obtainable from the Distributor).

                                                                          501964




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