VALUE LINE US GOVERNMENT SECURITIES FUND INC
N-30D/A, 1999-10-28
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================================================================================


                                 ---------------
                                  ANNUAL REPORT
                                 ---------------
                                 August 31, 1999
                                 ---------------


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


                                     [LOGO]
                                   VALUE LINE
                                     No-Load
                                     Mutual
                                     Funds



<PAGE>


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

To Our Shareholders

Fiscal year 1999 was a difficult  one for  fixed-income  funds in general,  with
only funds that had the shortest maturities posting positive returns.  The Value
Line U.S.  Government  Securities Fund returned -0.17% for the fiscal year ended
August 31, 1999,  beating the average  Lipper  Intermediate  US Government  Fund
Index* which posted a return of -0.23%.

The bond market  produced  little in the way of positive  returns for the twelve
months ended August 31, 1999. The Federal Reserve Board responded to a liquidity
crises  evidenced by falling stock and corporate  bond prices,  and cut interest
rates three times during the fall of 1998.  The U.S.  economy didn't miss a beat
and continued its impressive expansion.  Unfortunately for the bond market, good
news concerning economic growth is bad news for interest rates.

As we entered 1999, a buoyant stock market and strong  employment  growth caused
the  Federal  Reserve  Board  to  telegraph  its  intentions  to  keep a rein on
inflation by raising  interest rates, if necessary.  These comments put pressure
on interest rates causing the 30-year  Treasury bond yield to jump from 5.25% in
January to 6.28% in late August.  During this period,  the Federal Reserve Board
hiked rates by 0.25% in June and raised  them again in August  amid  concerns of
strong  economic  growth,  tight labor  markets,  rising  labor costs and higher
commodity prices- all indicative of building inflationary pressures.

In this  environment of flat to rising  interest rates,  our policy  emphasizing
government  agency  securities  with high yields  compared to Treasuries  should
produce attractive total returns in the months ahead. The Fund's management team
believes  that 30-year  Treasury bond yields are likely to remain in a 6.0%-6.5%
band for awhile and then move down to 5.5%-6.0%. U.S. Agency securities suffered
relative to Treasuries due to heavy issuance and liquidity  concerns  similar to
corporate  bonds.  The management of your Fund believes that this  disruption is
temporary and will likely be reversed in the near future.



                                             Sincerely,

                                             /s/ Jean Bernhard Buttner

                                             Jean Bernhard Buttner
                                             Chairman and President

October 11, 1999

- ----------
*    The Lipper  Intermediate U.S. Government Fund Index invests at least 65% of
     the 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.

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

<PAGE>

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


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


Economic Observations

The economy is picking up some renewed strength as we head into the final months
of  1999.  Evidence  of this  increased  business  activity  can be found in the
accelerating  rate of consumer  spending,  the  ongoing  strength in the housing
market,  booming auto sales, and modest uptick in manufacturing.  Overall,  this
recent  firming in the key consumer and  industrial  markets  suggests  that GDP
growth,  which slowed to a very modest 1.8% in the second quarter,  will average
better than 3% during the final six months of the year, unless serious Year 2000
dislocations develop.

Inflationary pressures,  meanwhile, are now starting to build, although, as yet,
we are not forecasting a dramatic change in trend. Nevertheless, the sharp runup
in oil prices in recent months,  the escalation in wage costs,  and the runup in
mortgage  rates all indicate  that the cost of living is  increasing.  A gradual
uptrend in pricing now seems likely over the next several quarters.  The Federal
Reserve Board, taking note of these rising cost pressures, is likely to maintain
a somewhat  restrictive  monetary  stance in the months  ahead,  with perhaps an
additional interest rate boost in the cards.

Performance Data:*

                           Growth of
                          an Assumed         Average
                         Investment of       Annual
                            $10,000        Total Return
                         ------------      ------------
1 year ended 6/30/99.....   $10,263            2.63%
5 years ended 6/30/99....   $13,463            6.13%
10 years ended 6/30/99...   $19,234            6.76%

*    The average  annual  total  returns for the one,  five and ten year periods
     ended August 31,  1999,  were -0.17%,  5.84% and 6.59%,  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.

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

<PAGE>

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

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

The following graph compares the  performance of the Value Line U.S.  Government
Securities  Fund, Inc. to that of the Lehman  Brothers  Aggregate Bond Index and
the Lehman  Brothers  Government  Bond  Index.  The Value  Line U.S.  Government
Securities Fund, Inc. is a professionally managed mutual fund, while the Indices
are not available for  investment  and are not managed.  The comparison is shown
for illustrative purposes only.

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

 [THE FOLLOWING TABLE WAS REPRESENTED BY A LINE GRAPH IN THE PRINTED MATERIAL.]

                 Value Line
                U.S. Government     Lehman Aggregate      Lehman Government
Date        Securities Fund, Inc.     Bond Index             Bond Index
- ----        ---------------------    ---------------       ----------------
9/89                10000                 10000                 10000
11/89               10282                 10401                 10403
2/90                10324                 10334                 10293
5/90                10565                 10550                 10485
8/90                10809                 10723                 10637
11/90               11229                 11184                 11156
2/91                11646                 11597                 11516
5/91                11909                 11873                 11747
8/91                12318                 12291                 12145
11/91               12801                 12796                 12633
2/92                13095                 13082                 12911
5/92                13327                 13349                 13154
8/92                13934                 13949                 13806
11/92               13888                 13930                 13776
2/93                14540                 14676                 14592
5/93                14799                 14858                 14737
8/93                15477                 15480                 15494
11/93               15441                 15448                 15441
2/94                15464                 15468                 15380
5/94                14204                 14964                 14897
8/94                14259                 15246                 15139
11/94               13787                 14975                 14887
2/95                14359                 15742                 15585
5/95                15080                 16682                 16528
8/95                15309                 16969                 16789
11/95               15707                 17617                 17477
2/96                15775                 17670                 17470
5/96                15604                 17413                 17185
8/96                15778                 17666                 17411
11/96               16646                 18686                 18404
2/97                16573                 18616                 18261
5/97                16720                 18861                 18487
8/97                17199                 19433                 19035
11/97               17875                 20098                 19756
2/98                18163                 20545                 20206
5/98                18423                 20920                 20564
8/98                18968                 21486                 21371
11/98               19299                 21997                 21880
2/99                19111                 21833                 21532
5/99                19126                 21832                 21475
8/99                18936                 21657                 21400


                             From 9/1/89 to 8/31/99.

*   The  Lehman  Brothers  Aggregate  Bond  Index is  representive  of the broad
    fixed-income market. It includes government, investment-grade corporate, and
    mortgage backed bonds. The Lehman Brothers  Government Bond Index represents
    the U.S.  Treasury and U.S. Agency segment of the fixed-income  market.  The
    returns for the Indices do not reflect  expenses which are deducted from the
    fund's returns.

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


<PAGE>

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


Schedule of Investments                                          August 31, 1999
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   Principal                                                                        Maturity
    Amount                                                                    Rate    Date        Value
- ----------------------------------------------------------------------------------------------------------
<S>                                                                           <C>    <C>      <C>
U.S. TREASURY OBLIGATIONS (11.2%)
 $ 10,134,100  U.S. Treasury Inflation Indexed Notes......................... 3.88%  1/15/09  $ 9,988,372
   10,000,000  U.S. Treasury Bonds........................................... 5.25   2/15/29    8,739,100
  -----------                                                                                 -----------
   20,134,100  TOTAL U.S. TREASURY OBLIGATIONS (Cost $19,336,267) ...........                  18,727,472
  -----------                                                                                 -----------

U.S. GOVERNMENT AGENCY OBLIGATIONS (85.2%)
               FEDERAL NATIONAL MORTGAGE ASSOCIATION (46.1%)
    7,690,058  Federal National Mortgage Association Pool #313031............ 6.83   7/01/03    7,692,442
    5,000,000  Federal National Mortgage Association......................... 6.50   8/15/04    4,976,850
   10,000,000  Federal National Mortgage Association......................... 5.75   6/15/05    9,567,600
    8,458,489  Federal National Mortgage Association Pool #313032............ 7.04   7/01/06    8,558,975
   10,334,659  Federal National Mortgage Association Pool #375667............ 6.02   2/01/08    9,591,856
   10,000,000  Federal National Mortgage Association Pool #380188............ 6.45   4/01/08    9,515,630
   10,000,000  Federal National Mortgage Association......................... 6.63   9/15/09    9,825,000
    9,053,120  Federal National Mortgage Association Pool #412682............ 6.00   3/01/28    8,371,058
    4,873,968  Federal National Mortgage Association Pool #424691............ 6.50   4/01/28    4,614,673
    4,554,885  Federal National Mortgage Association Pool #425239............ 6.50   4/01/28    4,323,087
  -----------                                                                                 -----------
   79,965,179  TOTAL FEDERAL NATIONAL MORTGAGE ASSOCIATION
  -----------
                 (Cost $79,789,351) .........................................                  77,037,171
                                                                                              -----------
               FEDERAL HOME LOAN MORTGAGE CORPORATION (17.0%)
   10,000,000  Federal Home Loan Mortgage Corporation........................ 5.75   7/15/03    9,752,600
   10,000,000  Federal Home Loan Mortgage Corporation........................ 5.00   1/15/04    9,403,700
    5,000,000  Federal Home Loan Mortgage Corporation........................ 6.25   7/15/04    4,935,750
    5,000,000  Federal Home Loan Mortgage Corporation........................ 5.13  10/15/08    4,409,200
  -----------                                                                                 -----------
   30,000,000  TOTAL FEDERAL HOME LOAN MORTGAGE CORPORATION
  -----------
                 (Cost $30,025,005) .........................................                  28,501,250
                                                                                              -----------
               FEDERAL HOME LOAN BANK (12.9%)
   17,000,000  Federal Home Loan Bank........................................ 5.50   8/13/01   16,780,870
    5,000,000  Federal Home Loan Bank........................................ 5.13   2/26/02    4,868,900
  -----------                                                                                 -----------
   22,000,000  TOTAL FEDERAL HOME LOAN BANK (COST $22,059,990) ..............                  21,649,770
  -----------                                                                                 -----------
               FEDERAL FARM CREDIT BANK (6.0%)
   10,000,000  Federal Farm Credit Bank...................................... 5.88   7/02/01    9,950,200
  -----------                                                                                 -----------
   10,000,000  TOTAL FEDERAL FARM CREDIT BANK (Cost $9,973,100) .............                   9,950,200
  -----------                                                                                 -----------
</TABLE>

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


<PAGE>


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


Schedule of Investments                                          August 31, 1999
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   Principal                                                                        Maturity
    Amount                                                                    Rate    Date        Value
- ----------------------------------------------------------------------------------------------------------
<S>                                                                           <C>    <C>      <C>
               TENNESSEE VALLEY AUTHORITY (2.7%)
  $ 5,000,000  Tennessee Valley Authority Global Bonds Series C.............. 6.00%  3/15/13  $ 4,562,700
  -----------                                                                                 -----------
    5,000,000  TOTAL TENNESSEE VALLEY AUTHORITY (Cost $4,928,326) ...........                   4,562,700
  -----------                                                                                 -----------
               RESOLUTION TRUST CORPORATION (0.5%)
      824,071  Resolution Trust Corporation 1992-5 A-6....................... 9.24   5/25/26      837,182
  -----------                                                                                 -----------
      824,071  TOTAL RESOLUTION TRUST CORPORATION
  -----------
                 (Cost $837,463) ............................................                     837,182
                                                                                              -----------
  147,789,250  TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS
  -----------
                 (Cost $147,613,235) ........................................                 142,538,273
                                                                                              -----------
  167,923,350  TOTAL INVESTMENT SECURITIES (96.4%)
  -----------
                 (Cost $166,949,502) ........................................                 161,265,745
                                                                                              -----------

REPURCHASE AGREEMENTS (14.7%) (including accrued interest)
    8,200,000  Collateralized by $8,130,000 U.S. Treasury Notes 6.50% due
                 5/31/01, with a value of $8,356,835 (with State Street Bank and
                 Trust Company 5.45%, dated 8/31/99, due 9/1/99,
                 delivery value $8,201,242) .................................                   8,201,242
    8,200,000    Collateralized  by $7,235,000  U.S.  Treasury  Bonds 9.125% due
                 5/15/09,  with a value of $8,369,301  (with Morgan  Stanley and
                 Co. Incorporated 5.37%, dated 8/31/99, due 9/1/99,
                 delivery value $8,201,223) .................................                   8,201,223
    8,200,000  Collateralized by $5,652,000 U.S. Treasury Bonds 11.25% due
  -----------    2/15/15, with a value of $8,344,917 (with Warburg Dillon
                 Read LLC 5.48%, dated 8/31/99, due 9/1/99,
                 delivery value $8,201,248) .................................                   8,201,248
                                                                                              -----------
   24,600,000  TOTAL REPURCHASE AGREEMENTS (14.7%) (Cost $24,603,713) .......                  24,603,713
  -----------
               EXCESS OF LIABILITlES OVER CASH AND
                 OTHER ASSETS (-11.1%) ......................................                 (18,638,936)
                                                                                             ------------
               NET ASSETS (100.0%) ..........................................                $167,230,522
                                                                                             ============
               NET ASSET VALUE, OFFERING AND REDEMPTION PRICE
                 PER OUTSTANDING SHARE ($167,230,522 / 15,467,911
                 shares of capital stock outstanding) .......................                     $ 10.81
                                                                                             ============
</TABLE>

See Notes to Financial Statements.

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

<PAGE>

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

Statement of Assets and Liabilities
at August 31, 1999
- --------------------------------------------------------------------------------

Assets:
Investment securities at value
  (Cost -- $166,949,502) ................................         $ 161,265,745
Repurchase agreements
  (Cost-- $24,603,713) ..................................            24,603,713
Cash ....................................................               117,109
Interest receivable .....................................             1,300,634
Receivable for capital shares sold ......................               325,941
                                                                  -------------
    Total Assets ........................................           187,613,142
                                                                  -------------
Liabilities:
Payable for securities purchased ........................            20,058,317
Payable for capital shares
  repurchased ...........................................               129,848
Accrued expenses:
  Advisory fee ..........................................                71,691
  Other .................................................               122,764
                                                                  -------------
    Total Liabilities ...................................            20,382,620
                                                                  -------------
Net Assets ..............................................         $ 167,230,522
                                                                  =============
Net Assets consist of:
Capital stock, at $1 par value
  (authorized 100,000,000,
  outstanding 15,467,911 shares) ........................         $  15,467,911
Additional paid-in capital ..............................           205,083,663
Undistributed net investment income .....................             1,639,818
Accumulated net realized loss
  on investments ........................................           (49,277,113)
Net unrealized depreciation
  of investments ........................................            (5,683,757)
                                                                  -------------
Net Assets ..............................................         $ 167,230,522
                                                                  =============
Net Asset Value, Offering and
  Redemption Price per
  Outstanding Share
  ($167,230,522 / 15,467,911
  shares outstanding) ...................................         $       10.81
                                                                  =============

Statement of Operations
for the year ended August 31, 1999

Investment Income:
Interest income .........................................          $ 10,842,341
                                                                   ------------
Expenses:
Advisory fee ............................................               894,701
Transfer agent fees .....................................                93,886
Auditing and legal fees .................................                60,874
Printing ................................................                38,714
Registration and filing fees ............................                27,000
Custodian fees ..........................................                26,174
Postage .................................................                20,166
Telephone, insurance, dues and other ....................                15,187
Directors' fees and expenses ............................                15,120
                                                                   ------------
  Total expenses before
    custody credits .....................................             1,191,822
  Less: custody credits .................................                (8,584)
                                                                   ------------
  Net Expenses ..........................................             1,183,238
                                                                   ------------
Net Investment Income ...................................             9,659,103
                                                                   ------------
Net Realized and Unrealized Loss
  on Investments:
  Net Realized Loss .....................................              (232,408)
  Change in Net Unrealized
    Appreciation (Depreciation) .........................            (9,439,773)
                                                                   ------------
Net Realized Loss and Change in
  Net Unrealized Appreciation
  (Depreciation) on Investments .........................            (9,672,181)
                                                                   ------------
Net Decrease in Net Assets
  from Operations .......................................          $    (13,078)
                                                                   ============


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, 1999 and 1998
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                        Year Ended         Year Ended
                                                                        August 31,         August 31,
                                                                           1999               1998
                                                                        -------------------------------
<S>                                                                      <C>             <C>
Operations:
  Net investment income ............................................     $ 9,659,103     $ 11,381,036
  Net realized (loss) gain on investments ..........................        (232,408)       3,150,561
  Change in net unrealized appreciation (depreciation)..............      (9,439,773)       3,614,686
                                                                         ----------------------------
  Net (decrease) increase in net assets from operations ............         (13,078)      18,146,283
                                                                         ----------------------------

Dividends to Shareholders:
  Net investment income ............................................      (9,846,476)     (11,621,120)
                                                                         ----------------------------

Capital Share Transactions:
  Proceeds from sale of shares .....................................      22,704,158       23,808,062
  Proceeds from reinvestment of distributions to shareholders.......       8,073,713        9,423,276
  Cost of shares repurchased .......................................     (38,981,549)     (39,466,978)
                                                                         ----------------------------
  Decrease from capital share transactions .........................      (8,203,678)      (6,235,640)
                                                                         ----------------------------

Total (Decrease) Increase ..........................................     (18,063,232)         289,523

Net Assets:
  Beginning of year ................................................     185,293,754      185,004,231
                                                                         ----------------------------
  End of year ......................................................    $167,230,522     $185,293,754
                                                                        =============================

Undistributed net investment income, at end of year ................    $  1,639,818      $ 1,827,191
                                                                        =============================
</TABLE>


See Notes to Financial Statements.

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

<PAGE>

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

Notes to Financial Statements                                    August 31, 1999
- --------------------------------------------------------------------------------

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, U.S. Treasury
and U.S.  Government agency notes and 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.

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

(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 premiums and discounts on securities owned. The Fund
purchases  stripped  mortgage-backed  securities at premiums and discounts.  The
Fund   amortizes   such   premiums  on   interest-only   securities   using  the
yield-to-maturity  method.  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,
                                                   ----------------------------
                                                       1999              1998
                                                   ----------------------------
Shares sold ................................        2,015,642         2,118,818
Shares issued to shareholders in
  reinvestment of dividends ................          720,630           845,513
                                                   ----------------------------
                                                    2,736,272         2,964,331
Shares repurchased .........................       (3,467,790)       (3,517,468)
                                                   ----------------------------
Net decrease ...............................         (731,518)         (553,137)
                                                   ============================
Dividends per share ........................       $      .62        $      .70
                                                   ============================

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

On  September  23,  1999 the Fund's  Board of  Directors  declared  a  quarterly
dividend from net  investment  income of $.15 per share payable on September 28,
1999 to shareholders of record on September 24, 1999.

3.   Purchases and Sales of Securities

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

                                                                    Year Ended
                                                                 August 31, 1999
                                                                 ---------------
 PURCHASES:
U.S. Treasury Obligations .............................             $ 32,479,310
U.S. Government Agency
  Obligations and Other
  Investment Securities ...............................              176,466,742
                                                                    ------------
                                                                    $208,946,052
                                                                    ============
SALES AND REDEMPTIONS:
U.S. Treasury Obligations .............................             $ 23,832,719
U.S. Government Agency
  Obligations and Other
  Investment Securities ...............................              189,845,521
                                                                    ------------
                                                                    $213,678,240
                                                                    ============

At August 31, 1999, the aggregate  cost of investment  securities and repurchase
agreements  for federal  income tax purposes  was  $191,553,215.  The  aggregate
appreciation  and  depreciation  of investments  at August 31, 1999,  based on a
comparison of investment values and their costs for federal income tax purposes,
was $19,581 and  $5,703,338  respectively,  resulting in a net  depreciation  of
$5,683,757.

For federal  income tax purposes,  the Fund had a net capital loss  carryover at
August 31, 1999 of approximately  $47,733,893 of which approximately $35,928,048
will expire in 2003,  $8,976,510  will expire in 2004 and $2,829,335 will expire
in 2005.

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


<PAGE>


4.  Investment   Advisory  Contract,   Management  Fees  and  Transactions  With
Affiliates An advisory fee of $894,701 was paid or payable to Value Line,  Inc.,
the Fund's investment adviser  ("Adviser"),  for the year ended August 31, 1999.
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, 1999 owned 984,228  shares of the Fund's  capital
stock,  representing 6.4% of the outstanding  shares. In addition,  officers and
directors  owned  240,779  shares of  capital  stock,  representing  1.6% of the
outstanding shares.

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


<PAGE>

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


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

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

<TABLE>
<CAPTION>
                                                                                 Years Ended August 31,
                                                       ----------------------------------------------------------------------------
                                                           1999            1998             1997             1996             1995
                                                       ----------------------------------------------------------------------------
<S>                                                      <C>              <C>              <C>              <C>              <C>
Net asset value, beginning of year ..............        $11.44           $11.04           $10.85           $11.28           $11.20
                                                       ----------------------------------------------------------------------------
  Income (loss) from investment operations:
    Net investment income .......................           .61              .69              .74              .77              .74
    Net gains or losses on securities
      (both realized and unrealized) ............          (.62)             .41              .21             (.43)             .04
                                                       ----------------------------------------------------------------------------
    Total income (loss) from
      investment operations .....................          (.01)            1.10              .95              .34              .78
                                                       ----------------------------------------------------------------------------
  Less distributions:
    Dividends from net investment income ........          (.62)            (.70)            (.76)            (.77)            (.70)
    Distributions from capital gains ............            --               --               --               --               --
                                                       ----------------------------------------------------------------------------
    Total distributions .........................          (.62)            (.70)            (.76)            (.77)            (.70)
                                                       ----------------------------------------------------------------------------
Net asset value, end of year ....................        $10.81           $11.44           $11.04           $10.85           $11.28
                                                       =============================================================================
Total return ....................................        -0.17%            10.28%            9.01%            3.06%            7.37%
                                                       =============================================================================
Ratios/Supplemental Data:
Net assets, end of year (in thousands) ..........      $167,231         $185,294         $185,004         $214,889         $256,004
Ratio of operating expenses to average net assets           .67%(2)          .66%(1)          .65%(1)          .65%(1)          .66%
Ratio of net investment income to
  average net assets ............................          5.40%            6.07%            6.52%            6.74%            6.58%
Portfolio turnover rate .........................           125%             159%             255%             158%             193%
</TABLE>

(1)  Before offset of custody credits.

(2)  Ratio  reflects  expenses  grossed up for custody credit  arrangement.  The
     ratio of expenses net of custody credits would have been .66%.


See Notes to Financial Statements.

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


<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,  1999,  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,  1999 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

October 20, 1999


- --------------------------------------------------------------------------------
                                                                              13

<PAGE>

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


                          Other Information (unaudited)
- --------------------------------------------------------------------------------

Year 2000. Like other mutual funds, the Fund could be adversely  affected if the
computer systems used by the Adviser and other service providers do not properly
process and calculate  date-related  information and data from and after January
1, 2000.  This is  commonly  known as the "Year 2000  Problem."  The  Adviser is
taking steps that it believes are  reasonably  designed to address the Year 2000
Problem  with  respect  to the  computer  systems  that  it uses  and to  obtain
satisfactory  assurances  that  comparable  steps are being  taken by the Fund's
other major service providers.  At this time, however, there can be no assurance
that these steps will be sufficient to avoid any adverse impact to the Fund.

The Year 2000  Problem is  expected  to impact  corporations,  which may include
issuers of portfolio  securities held by the Fund, to varying degrees based upon
various  factors,  including,  but not  limited to, the  corporation's  industry
sector and degree of technological sophistication. The Fund is unable to predict
what impact, if any, the Year 2000 Problem will have on issuers of the portfolio
securities held by the Fund.

- --------------------------------------------------------------------------------
14


<PAGE>

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

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




                       This page intentionally left blank




- --------------------------------------------------------------------------------
                                                                              15

<PAGE>

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


                         The Value Line Family of Funds
- --------------------------------------------------------------------------------

1950--The Value Line Fund seeks long-term growth of capital. Current income is a
secondary objective.

1952--Value  Line  Income and Growth  Fund's  primary  investment  objective  is
income,  as high and dependable as is consistent with reasonable  risk.  Capital
growth to increase total return is a secondary objective.

1956--The Value Line Special  Situations Fund seeks long-term growth of capital.
No consideration is given to current income in the choice of investments.

1972--Value  Line Leveraged  Growth  Investors' sole investment  objective is to
realize capital growth.

1979--The  Value Line Cash Fund, a money market fund,  seeks to secure as high a
level  of  current  income  as is  consistent  with  maintaining  liquidity  and
preserving capital.

1981--Value  Line U.S.  Government  Securities Fund seeks maximum income without
undue risk to capital. Under normal conditions, at least 80% of the value of its
net assets will be  invested  in  securities  issued or  guaranteed  by the U.S.
Government and its agencies and instrumentalities.

1983--Value Line Centurion Fund* seeks long-term growth of capital.

1984--The Value Line Tax Exempt Fund seeks to provide investors with the maximum
income exempt from federal  income taxes while avoiding undue risk to principal.
The Fund offers investors a choice of two portfolios: The Money Market Portfolio
and The National Bond Portfolio.

1985--Value  Line  Convertible  Fund seeks high  current  income  together  with
capital  appreciation  primarily from convertible  securities  ranked 1 or 2 for
year-ahead performance by the Value Line Convertible Ranking System.

1986--Value Line Aggressive Income Trust seeks to maximize current income.

1987--Value  Line New York Tax Exempt Trust seeks to provide New York  taxpayers
with the maximum  income  exempt from New York State,  New York City and federal
income taxes while avoiding undue risk to principal.

1987--Value Line Strategic Asset Management  Trust* seeks to achive a high total
investment return consistent with reasonable risk.

1993--Value  Line  Small-Cap  Growth Fund invests  primarily in common stocks or
securities  convertible  into common  stock,  with its primary  objective  being
long-term growth of capital.

1993--Value  Line Asset  Allocation  Fund seeks  high total  investment  return,
consistent  with  reasonable  risk. The Fund invests in stocks,  bonds and money
market instruments utilizing quantitative modeling to determine the asset mix.

1995--Value  Line U.S.  Multinational  Company  Fund's  investment  objective is
maximum total return. It invests primarily in securities of U.S.  companies that
have significant sales from international operations.

*    Only available  through the purchase of Guardian  Investor,  a tax deferred
     variable annuity, or ValuePlus, a variable life insurance policy.

For more  complete  information  about any of the Value  Line  Funds,  including
charges and expenses,  send for a prospectus from Value Line  Securities,  Inc.,
220 East 42nd Street, New York, New York 10017-5891 or call  1-800-223-0818,  24
hours  a day,  7  days a  week,  or  visit  us at  www.valueline.com.  Read  the
prospectus carefully before you invest or send money.


- --------------------------------------------------------------------------------
16

<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
                      David H. Porter
                      Paul Craig Roberts
                      Nancy-Beth Sheerr

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


This  audited  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).
                                                                          509375



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