VALUE LINE AGGRESSIVE INCOME TRUST
N-30D, 1999-03-24
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                               -------------------
                                  ANNUAL REPORT
                               -------------------
                                January 31, 1999
                               -------------------




                                   Value Line
                                   Aggressive
                                  Income Trust




                                   [GRAPHIC]
                                   VALUE LINE
                                    No-Load
                                     Mutual
                                     Funds


<PAGE>

Value Line Aggressive Income Trust


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

To Our Shareholders:

For the twelve months ended January 31, 1999, the Value Line  Aggressive  Income
Trust posted a total  return  (changes in net asset value plus  reinvestment  of
dividends) of -5.13%.  The average high-yield bond fund's return, as measured by
Lipper Analytical Services, was -0.93% over the same period.

The last twelve months were a period of  extraordinary  volatility  for the high
yield bond market.  1998 began as 1997 ended,  with strong  returns and positive
fund flows  overpowering  record new issuance.  By summer,  however,  increasing
equity market volatility brought on by international turmoil began to stress the
financial  markets.  In August, the Russian  government's  default and the hedge
fund crisis caused an equity  downdraft  and a massive  flight to quality in the
fixed income markets. As a result, U.S.  Treasuries rallied  substantially,  and
prices for all other fixed income  securities  declined  dramatically.  The high
yield bond  market was among the  hardest  hit,  declining  approximately  7% in
August alone, with some securities tumbling 10% to 20% or more. Additionally,  a
liquidity crisis was developing. As the high yield market is an over-the-counter
market,  it depends on securities  dealers risking their capital to provide bids
and offers. Many of these dealers,  having sustained significant losses of their
own in their high  yield and  emerging  markets  trading  departments,  began to
abandon their commitment to maintaining  orderly  markets.  This was at the same
time many fund  managers were trying to sell  securities  to cover  redemptions,
exacerbating the situation.  The result was a market in freefall. As the Federal
Reserve  stepped  in and  lowered  interest  rates in  September,  October,  and
November,  the high-yield  market began to recover.  The largest and most liquid
issues began to appreciate  the most,  with the more  aggressive,  less tradable
securities lagging behind. By January,  the market had made significant  strides
towards  recovery.  For many bonds,  however,  a lack of liquidity  continues to
limit price appreciation.

We have maintained our exposure to the telecommunications, cable television, and
broadcasting  industries.  Many of these companies enjoy a favorable  regulatory
environment,  and experience rapidly growing,  high margined cash flows.  Others
have the potential for substantial  value creation  through the  exploitation of
new technologies. We continue to avoid many of the more cyclical industries. Low
commodity  prices,  caused by global  overcapacity,  slowing demand and currency
devaluations,  continue to put pressure on chemical, metal, and paper producers.
An  exception  is the energy  sector.  While we have  reduced our  exposure,  we
maintain a cautious stake in several  entities which we believe have substantial
asset protection or potential upside as we believe an improvement in oil and gas
prices is possible in the near- to medium-term.

This past year has been an especially  challenging one. Several  securities held
by the  Trust  experienced  declines  in price  based  not on their  fundamental
creditworthiness,  but rather on an unfavorable technical environment created by
the liquidity squeeze mentioned above. In addition,  during the August-September
correction,  the new issue market was effectively closed. Many bonds declined in
price as a result of a fear that a company  would not be able to raise new funds
to  further  its  business  plans.  As the market  returns to a more  normalized
functioning, we are confident that these concerns will ease and these securities
will appreciate. Overall, the recent volatility only underscores our belief that
we must do the  fundamental  research  necessary to ensure that we invest in the
"right" industries and companies - those enjoying positive  fundamentals or that
offer attractive  risk-adjusted  returns.  Over time, we are confident that this
approach will produce attractive returns for our shareholders.  

We thank you for your continued  confidence in the Value Line Aggressive  Income
Trust and look forward to serving your investment needs in the future.

                                    Sincerely,

                                    /s/Jean Bernhard Buttner

                                    Jean Bernhard Buttner
                                    Chairman and President

February 25, 1999


- --------------------------------------------------------------------------------
2
<PAGE>

                                              Value Line Aggressive Income Trust


Income Trust Shareholders
- --------------------------------------------------------------------------------

Economic Observations

Strong growth and low inflation continue to be two of the dominant themes in the
domestic  economy at this time.  This enviable  performance  is  underscored  by
reports   that  show   persisting   strength  in  consumer   spending,   housing
construction,  personal  income,  and  employment.  Such trends suggest that the
economy  will  expand by more than 3% during the first  quarter of 1999.  At the
same time,  inflation  remains  quiescent,  with  producer  and  consumer  price
increases still modest,  overall,  and with selective industrial sectors finding
it  difficult  to  implement  price  increases.  In some  instances,  prices are
actually falling.

We believe this healthy pace of economic  activity will continue in the next few
quarters, with growth averaging 2.5%-3.0% for the year as a whole. Our sense, as
well,  is that the  economic  crisis that is still  afflicting  much of Asia and
parts of Latin America  (especially  Brazil) will gradually recede over the next
12 to 18 months.  At the same time, we expect  inflation to remain subdued.  The
Federal  Reserve,  encouraged  by this benign  state of economic  affairs,  will
probably  maintain its current monetary stance over the next several months,  at
least. Any subsequent adjustment in interest rates will probably be modest given
the likely absence of excesses in growth or inflation in the domestic economy.

Performance Data:*
                               1 year ended      5 years ended   10 years ended
                                 12/31/98          12/31/98         12/31/98
                               ------------------------------------------------
Average Annual Total Return*      -5.27%             8.30%            9.52%

                               1 year ended      5 years ended   10 years ended
                                  1/31/99           1/31/99          1/31/99
                               ------------------------------------------------
Average Annual Total Return*      -5.13%             8.28%            9.58%

*  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 Aggressive Income Trust

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

The following graph compares the performance of the Value Line Aggressive Income
Trust to that of the  Lehman  Brothers  Aggregate  Bond  Index.  The Value  Line
Aggressive Income Trust is a professionally managed mutual fund, while the Index
is not available for  investment  and is unmanaged.  The comparison is shown for
illustrative purposes only.

          COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE
                   VALUE LINE AGGRESSIVE INCOME TRUST AND THE
                      LEHMAN BROTHERS AGGREGATE BOND INDEX*


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

- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                     Value Line Aggressive          Lehman Brothers Aggregate
                         Income Trust                       Bond Index
<S>                         <C>                              <C>    
4/89                        $ 9,864                          $10,179
7/89                        $10,272                          $10,993
10/89                       $10,064                          $11,154
1/90                        $ 9,944                          $11,156
4/90                        $ 9,777                          $11,098
7/90                        $10,331                          $11,771
10/90                       $ 9,259                          $11,858
1/91                        $ 9,872                          $12,454
4/91                        $11,074                          $12,784
7/91                        $11,517                          $13,030
10/91                       $12,078                          $13,733
1/92                        $12,582                          $14,077
4/92                        $12,868                          $14,190
7/92                        $13,391                          $14,956
10/92                       $13,432                          $15,084
1/93                        $14,129                          $15,621
4/93                        $14,695                          $16,072
7/93                        $15,382                          $16,477
10/93                       $15,943                          $16,874
1/94                        $16,778                          $17,049
4/94                        $15,949                          $16,209
7/94                        $15,805                          $16,492
10/94                       $15,751                          $16,255
1/95                        $15,661                          $16,654
4/95                        $16,456                          $17,394
7/95                        $17,146                          $18,159
10/95                       $18,081                          $18,798
1/96                        $19,386                          $19,476
4/96                        $20,076                          $18,898
7/96                        $20,481                          $19,165
10/96                       $21,628                          $19,898
1/97                        $22,899                          $20,112
4/97                        $22,753                          $20,237
7/97                        $24,395                          $21,228
10/97                       $25,369                          $21,667
1/98                        $25,326                          $22,268
4/98                        $27,026                          $22,445
7/98                        $27,038                          $22,898
10/98                       $23,380                          $23,690
1/99                        $24,975                          $24,067
</TABLE>

                   (Period covered is from 2/1/89 to 1/31/99)

- --------------------------------------------------------------------------------
*   The Lehman  Brothers  Aggregate  Bond Index is  representative  of the broad
    fixed-income market. It includes government, investment-grade corporate, and
    mortgage-backed  bonds.  The returns for the Index do not reflect  expenses,
    which are deducted from the Trust's returns.


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

<PAGE>

                                              Value Line Aggressive Income Trust

Schedule of Investments                                         January 31, 1999
================================================================================

<TABLE>
<CAPTION>
  Principal
   Amount                                                                                        Value
- --------------------------------------------------------------------------------------------------------
<S>            <C>                                                                           <C>
UNITS (2.1%)

               ENTERTAINMENT (1.5%)
  $3,000,000   TVN Entertainment Corp., (consisting of 14%, Senior Notes and Warrants
                 to purchase 10.777 shares of Common Stock, @ $.01/share,
                 Warrants expire 8/1/08) due 8/1/08 (1)  ..................................  $ 2,700,000

               OILFIELD SERVICES/EQUIPMENT (0.6%)
   1,000,000   Key Energy Service Inc., (Consisting of 14%, Senior Sub.  Notes and Warrants
                 to purchase 13.55 shares of Common Stock, @ $4.88125/share,
                 Warrants expire 1/15/09), due 1/15/09 (1)  ...............................    1,002,500
                                                                                             -----------
               TOTAL UNITS (Cost $4,000,000) ..............................................    3,702,500
                                                                                             -----------

CORPORATE BONDS & NOTES (80.2%)

               ADVERTISING (3.7%)
   2,000,000   Adams Outdoor Advertising Ltd., Senior Notes, 10 3/4%, 3/15/06..............    2,185,000
   1,000,000   Lamar Advertising Co., Senior Sub. Notes, 9 5/8%, 12/1/06...................    1,092,500
   3,000,000   Outdoor Systems, Inc., Senior Sub. Notes, 8 7/8%, 6/15/07...................    3,210,000
                                                                                             -----------
                                                                                               6,487,500

               AUTO PARTS (ORIGINAL EQUIPMENT)(1.2%)
   2,000,000   Federal-Mogul Corp., Notes, 7 3/4%, 7/1/06 .................................    2,057,140

               AUTO PARTS (REPLACEMENT) (1.1%)
   2,000,000   Safelite Glass Corp., Senior Sub. Notes, Series "B", 9 7/8%, 12/15/06 ......    1,847,500

               CABLE TV (10.2%)
   3,000,000   Adelphia Communications Corp., Senior Notes, Series "B", 9 7/8%, 3/1/07 ....    3,330,000
   3,000,000   Century Communications Corp., Senior Notes, 83/4%, 10/1/07..................    3,315,000
   5,000,000   Knology Holdings Inc., Senior Discount Notes, (zero coupon until 10/15/02,
                 11 7/8% thereafter) 10/15/07 .............................................    2,537,500
   2,000,000   Onepoint Communications Corp., Senior Notes, 14 1/2%, 6/1/08 (1) ...........    1,045,000
   2,000,000   Optel Inc., Senior Notes, Series "B", 13%, 2/15/05..........................    2,025,000
   3,000,000   Rogers Cablesystems Ltd., Senior Secured Second
                 Priority Debenture, 10%, 12/1/07 .........................................    3,431,250
   5,000,000   21st Century Telecom Group, Senior Discount Notes, (zero coupon until 2/15/03,
                 12 1/4% thereafter) 2/15/08  .............................................    2,100,000
                                                                                             -----------
                                                                                              17,783,750
</TABLE>


- --------------------------------------------------------------------------------
                                                                               5
<PAGE>

Value Line Aggressive Income Trust

Schedule of Investments
================================================================================

<TABLE>
<CAPTION>
  Principal
   Amount                                                                                        Value
- --------------------------------------------------------------------------------------------------------
<S>            <C>                                                                           <C>
               DIVERSIFIED COMPANIES (1.6%)
  $3,000,000   Mark IV Industries, Inc., Senior Sub. Notes, 7 1/2%, 9/1/07 ................  $ 2,868,750

               ENTERTAINMENT (7.7%)
   5,000,000   Big City Radio Inc., Senior Discount Notes, (zero coupon until 3/15/01,
                 11 1/4% thereafter) 3/15/05 ..............................................    3,425,000
   2,000,000   Chancellor Media Corp., Senior Sub. Notes, Series "B", 8 1/8%, 12/15/07 ....    2,085,000
   2,000,000   Hollywood Entertainment Corp., Senior Sub. Notes, Series "B", 10 5/8%,
                 8/15/04 ..................................................................    2,040,000
   2,000,000   Pegasus Communications Corp., Senior Notes, Series "B", 9 5/8%, 10/15/05 ...    2,075,000
   3,500,000   Radio Unica Corp., Senior Discount Notes, (zero coupon until 8/1/02,
                 11 3/4% thereafter) 8/1/06  ..............................................    1,903,125
   2,000,000   Star Choice Communications, Inc., Senior Secured Notes, 13%, 12/15/05 ......    1,985,000
                                                                                             -----------
                                                                                              13,513,125

               FOREIGN TELECOMMUNICATIONS (14.7%)
   3,000,000   Clearnet Communications Inc., Senior Discount Notes,
                 (zero coupon until 12/15/00, 14 3/4% thereafter) 12/15/05 ................    2,621,250
   8,500,000   Dolphin Telecom PLC, Senior Discount Notes, (zero coupon until 6/1/03,
                 11 1/2% thereafter), 6/1/08 (1) ..........................................    3,729,375
   2,000,000   Econophone Inc., Senior Notes, 13 1/2%, 7/15/07.............................    2,045,000
   1,000,000   Esprit Telecommunication Group PLC, Senior Notes, 11 1/2%, 12/15/07.........    1,050,000
   4,000,000   Facilicom International Inc., Senior Notes, 10 1/2%, 1/15/08 ...............    3,230,000
   3,000,000   Hermes Europe Railtel BV., Senior Notes, 11 1/2%, 8/15/07 ..................    3,262,500
   4,000,000   Microcell Telecommunications, Inc., Senior Discount Notes, Series "B"
                 (zero coupon until 12/1/01, 14% thereafter), 6/1/06 ......................    3,095,000
   3,600,000   RSL Communications PLC., Senior Discount Notes,
                 (zero coupon until 3/1/03, 10 1/8% thereafter) 3/1/08 ....................    1,975,500
   3,000,000   Telegroup Inc., Senior Discount Notes, (zero coupon until 5/1/00,
                 10 1/2% thereafter) 11/1/04  .............................................    1,740,000
   5,000,000   Viatel Inc., Senior Discount Notes, (zero coupon until 4/15/03,
                 12 1/2% thereafter) 4/15/08 ..............................................    3,031,250
                                                                                             -----------
                                                                                              25,779,875

               HOME APPLIANCE (1.9%)
   2,000,000   Salton Maxim Housewares Inc., Senior Sub. Notes, 103/4%, 2/15/05 (1) .......    2,025,000
   1,500,000   Windmere-Durable Holdings, Inc., Senior Sub. Notes, 10%, 7/31/08 ...........    1,361,250
                                                                                             -----------
                                                                                               3,386,250
</TABLE>

- --------------------------------------------------------------------------------
6
<PAGE>

                                              Value Line Aggressive Income Trust

                                                                January 31, 1999
================================================================================

<TABLE>
<CAPTION>
  Principal
   Amount                                                                                        Value
- --------------------------------------------------------------------------------------------------------
<S>            <C>                                                                           <C>
               HOTEL/GAMING (4.4%)
  $2,000,000   Hilton Hotels Corp., Senior Notes, 7.95%, 4/15//07..........................  $ 2,111,700
   2,000,000   ITT Corp., Notes, 6 3/4%, 11/15/05..........................................    1,802,680
   2,000,000   Park Place Entertainment Corp., Senior Sub. Notes, 7 7/8%, 12/15/05 (1).....    1,995,000
   2,000,000   Trump Atlantic City Associates/Funding Inc., Secured First Mortgage Notes,
                 11 1/4%, 5/1/06  .........................................................    1,855,000
                                                                                             -----------
                                                                                               7,764,380

               MACHINERY (1.1%)
   2,000,000   Columbus McKinnon Corp., Senior Sub. Notes, 8 1/2%, 4/1/08..................    1,900,000

               MEDICAL SERVICES (2.1%)
   2,000,000   Mariner Post-Acute Network, Inc., Senior Sub. Notes,  9 1/2%, 11/1/07.......    1,545,000
   2,000,000   Tenet HealthCare Corp., Senior Sub. Notes, 8%, 1/15/05......................    2,059,540
                                                                                             -----------
                                                                                               3,604,540

               METAL FABRICATING (1.3%)
   2,250,000   Neenah Corp., Senior Sub. Notes, Series "B", 11 1/8%, 5/1/07 ...............    2,323,125

               NATURAL GAS PRODUCING (1.3%)
   3,500,000   Ram Energy, Inc., Senior Notes, 11 1/2%, 2/15/08............................    2,248,750

               OILFIELD SERVICES/EQUIPMENT (1.6%)
   3,000,000   Pride Petroleum Services, Inc., Senior Notes, 9 3/8%, 5/1/07................    2,827,500

               PAPER & FOREST PRODUCTS (1.7%)
   3,000,000   Stone Container Corp., Senior Sub. Units, (consisting of 11 1/4%,
                 Senior Sub. Debentures, Series "B", and 11/2% Supplemental
                 Interest Certificates) 12 3/4%, 4/1/02....................................    3,011,250

               PETROLEUM-PRODUCING (2.9%)
   2,000,000   Coho Energy Inc., Senior Sub. Notes, 8 7/8%, 10/15/07.......................    1,655,000
   3,000,000   Ocean Energy Inc., Senior Notes, Series "B", 7 5/8%, 7/1/05.................    2,911,800
   1,000,000   Southwest Royalties Inc., Senior Notes, Series "B", 1 01/2%, 10/15/04.......      442,500
                                                                                             -----------
                                                                                               5,009,300

               RETAIL STORE (2.7%)
   2,000,000   Frank's Nursery & Crafts, Inc., Senior Sub. Notes, 10 1/4%, 3/1/08 .........    1,995,000
   2,250,000   Kmart Corp., Debentures, 12 1/2%, 3/1/05....................................    2,722,500
                                                                                             -----------
                                                                                               4,717,500
</TABLE>

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

<PAGE>

Value Line Aggressive Income Trust

Schedule of Investments
================================================================================

<TABLE>
<CAPTION>
  Principal
   Amount                                                                                        
  or Shares                                                                                     Value
- --------------------------------------------------------------------------------------------------------
<S>            <C>                                                                           <C>
               TELECOMMUNICATION SERVICES (17.8%)
$  3,000,000   Allegiance Telecom, Inc., Senior Discount Notes, Series "B",
                 (zero coupon until 2/15/03, 11 3/4% thereafter) 2/15/08 .................. $  1,616,250
   2,000,000   American Cellular Corp., Senior Notes, 10 1/2%, 5/15/08 (1) ................    2,080,000
   1,500,000   Centennial Cellular Operating Co., Senior Sub. Notes, 10 3/4%, 12/15/08 (1).    1,590,000
  12,250,000   DTI Holdings Inc., Senior Discount Notes, Series "B",
                 (zero coupon until 3/1/03, 12 1/2% thereafter) 3/1/08 ....................    3,047,188
   1,000,000   Dobson Communications Corp., Senior Notes, 11 3/4%, 4/15/07.................    1,070,000
   1,000,000   Dobson/Sygnet Communications Corp., Senior Notes, 12 1/4%, 12/15/08 (1).....    1,065,000
  10,000,000   GST Network Funding, Inc., Senior Secured Discount Notes,
                 (zero coupon until 5/1/03, 10 1/2% thereafter) 5/1/08 (1) ................    4,587,500
   5,000,000   Hyperion Telecommunications Inc., Senior Discount Notes, Series "B",
                 (zero coupon until 4/15/01, 13% thereafter) 4/15/03 ......................    3,818,750
   2,000,000   Iridium LLC/Capital Corp., Senior Notes, Series "B", 14%, 7/15/05  .........    1,895,000
   5,000,000   KMC Telecom Holdings Inc., Senior Discount Notes, (zero coupon until
                 2/15/03, 12 1/2% thereafter) 2/15/08  ....................................    2,568,750
   3,654,000   MGC Communications Inc., Senior Secured Notes, Series "B", 13%, 10/1/04  ...    2,603,475
   4,000,000   Omnipoint Corp., Senior Notes, Series "A", 11 5/8%, 8/15/06.................    3,210,000
   2,000,000   Teligent Inc., Senior Notes, 11 1/2%, 12/1/07...............................    1,900,000
                                                                                             -----------
                                                                                              31,051,913

               TEXTILE (1.2%)
   2,000,000   Westpoint Stevens Inc., Senior Notes, 7 7/8%, 6/15/08.......................    2,060,000
                                                                                             -----------

               TOTAL CORPORATE BONDS & NOTES (Cost $151,881,513) ..........................  140,242,148
                                                                                             -----------

CONVERTIBLE PREFERRED STOCK (1.8%)

               FOREIGN TELECOMMUNICATION (0.2%)
       2,642   Viatel Inc., Series "A", Par $100.  (each share is convertible to 7.5758
                 shares of Common Stock @$13.20 beginning 4/8/99), 10%, 4/15/10 (1)(3) ....      375,296

               TELECOMMUNICATION SERVICES (1.6%)
      10,000   ICG Communications Inc., Par $50.  (each share is convertible to 2.0811 
                 shares of Common Stock @$24.025, at any time), 6 3/4%, 11/15/09...........      475,000
      40,000   IXC Communications, Inc., Par $50.  (each share is convertible to 0.6874 
                 shares of Common Stock @$72.73, at any time), 6 3/4%, 12/31/49 (1)........    1,397,500
      65,000   Intermedia Communications, Inc., Par $25.  (each share is convertible to
                 0.5942 shares of Common Stock @$42.075, beginning 11/16/98), 7%,   
                 12/31/49 (1) .............................................................      958,750
                                                                                             -----------
                                                                                               2,831,250
                                                                                             -----------
               TOTAL CONVERTIBLE PREFERRED STOCK (Cost $4,188,377) ........................    3,206,546
                                                                                             -----------
</TABLE>

- --------------------------------------------------------------------------------
8
<PAGE>

                                              Value Line Aggressive Income Trust

                                                                January 31, 1999
================================================================================

<TABLE>
<CAPTION>                                                                                       
  Shares                                                                                        Value
- --------------------------------------------------------------------------------------------------------
<S>            <C>                                                                           <C>
PREFERRED STOCK (4.4%)

               ENTERTAINMENT (4.0%)
       2,139   Cumulus Media, Inc., 13 3/4%, each share is exchangeable one for one into
                 Senior Notes Series "A", Par $1000, 7/1/09 (3)............................  $ 2,438,460
       2,066   Paxson Communications Corp., 12 1/2%, each share is exchangeable one for 
                 one into Debentures, Par $1000, 10/31/06 (3)..............................    1,880,060
       2,446   Spanish Broadcasting Systems, Inc., 14 1/4%, each share is exchangeable
                 one for one into Debentures, Par $1000, 3/15/05 (3) ......................    2,568,300
                                                                                             -----------
                                                                                               6,886,820

               TELECOMMUNICATION SERVICES (0.4%)
         732   ICG Holdings, Inc., 14 1/4%, Exchangeable into Senior Notes, Par $1000, 
                  5/1/07 (3) ..............................................................      732,000
                                                                                             -----------
               TOTAL PREFERRED STOCK (Cost $7,450,153) ....................................    7,618,820
                                                                                             -----------

COMMON STOCKS (0.3%)

               CABLE TV (0.0%)
       2,000   Optel Inc. (non-voting)(1)..................................................       40,000

               FOREIGN TELECOMMUNICATIONS (0.1%)
       5,235   Primus Telecom Group Inc....................................................       76,562

               TELECOMMUNICATION EQUIPMENT (0.0%)
         948   Loral Space & Communications Inc. ..........................................      20,856 

               TELECOMMUNICATION SERVICES (0.2%)
       6,001   Advanced Radio Telecom Corp. ...............................................       50,258
      17,657   GST Telecommunications Inc..................................................      148,981
       4,125   ICG Telecommunications Inc..................................................       77,602
       2,190   Intermedia Communications Inc...............................................       30,386
       1,878   Intermedia Communications Inc. (1)..........................................       26,057
       2,361   Nextel Communications Inc...................................................       75,552
                                                                                             -----------
                                                                                                 408,836
                                                                                             -----------
               TOTAL COMMON STOCK (Cost $386,503) .........................................      546,254
                                                                                             -----------
</TABLE>

- --------------------------------------------------------------------------------
                                                                               9
<PAGE>

Value Line Aggressive Income Trust

Schedule of Investments
================================================================================

<TABLE>
<CAPTION>
  Warrants                                                                                       Value
- --------------------------------------------------------------------------------------------------------
<S>            <C>                                                                           <C>
WARRANTS (1.0%)

               CABLE TV (0.0%)
       9,500   American Telecasting Inc. (to purchase Common Stock, @ $12.65/share,
                 expires 6/15/99) (2)  ....................................................         $ 95
       2,000   Onepoint Communications Inc. (to purchase 0.635 shares of Common Stock,
                 @$.01/share, expires 6/1/08) (1) (2) .....................................        2,000
                                                                                             -----------
                                                                                                   2,095

               ENTERTAINMENT (0.2%)
       2,000   Spanish Broadcasting Systems, Inc. (to purchase Common Stock,
                 @ $.01/share, expires 6/30/99) (1)(2) ....................................      410,000

               FOREIGN TELECOMMUNICATION (0.7%)
       6,600   Clearnet Communication Inc. (to purchase class "A" non-voting shares,
                 @$16.36/share, expires 9/15/05) (1)(2) ...................................       26,400
       1,750   Colt Telecom Group PLC (to purchase 31.2 ordinary shares,
                 @(pound).75625/share, expires 12/31/06) (1)(2) ...........................    1,058,750
       2,095   Ionica PLC (to purchase 34.7 shares of Common Stock,
                 @(pound).10/share, expires 8/15/06)(1)(2) ................................           21
       4,000   Microcell Telecommunications Inc. "Conditional" (to purchase 3.072 class "B"
                 non-voting shares, @ $.01/share, expires 6/1/06) (1) (2)..................       96,000
                                                                                             -----------
                                                                                               1,181,171

               TELECOMMUNICATION SERVICES (0.1%)
       3,000   Allegiance Telecom Inc. (to purchase .0034224719 shares Common Stock,
                 @$.01/share, expires 2/3/08) (1)(2) ......................................       91,894
      61,250   DTI Holdings Inc. (to purchase 7.76 shares of Common Stock, @$.01/share,
                  expires 3/1/08)(1)(2) ...................................................        3,062
       3,000   HighwayMaster Communication Inc. (to purchase 6.566 shares of Common Stock,
                 @$9.625/share, expires 9/15/05) (1) (2)...................................        6,000
         500   Hyperion Telecommunications Inc. (to purchase 6.06 shares of Commonn Stock,
                 @$.00308/shares, expires 4/15/01) (1) (2) ................................       37,750
       3,000   KMC Telecom Holdings Inc. (to purchase .21785 shares of Common Stock,
                 @$.01/share, expires 4/15/08) (1)(2) .....................................        1,500
       2,000   MGC Communications Inc. (to purchase 5.29 shares of Common Stock,
                 @$.01/share, expires 10/1/04) (1)(2) .....................................       60,000
                                                                                             -----------
                                                                                                 200,206
                                                                                             -----------
               TOTAL WARRANTS (Cost $572,288) .............................................    1,793,472
                                                                                             -----------
</TABLE>

- --------------------------------------------------------------------------------
10
<PAGE>

                                              Value Line Aggressive Income Trust

                                                                January 31, 1999
================================================================================

<TABLE>
<CAPTION>
  Shares or
  Principal
   Amount                                                                                        Value
- --------------------------------------------------------------------------------------------------------
<S>            <C>                                                                          <C>
COMMON STOCK CANADIAN (0.1%)

               ENTERTAINMENT (0.1%)
      69,480   Star Choice Communications, Inc.............................................    $ 132,387
                                                                                            ------------
               TOTAL COMMON STOCK CANADIAN (Cost $48,196) .................................      132,387
                                                                                            ------------
               TOTAL INVESTMENT SECURITIES (89.9%) (Cost $168,527,030) ....................  157,242,127

REPURCHASE AGREEMENT (8.0%)
   (including accrued interest)
 $13,900,000   Collateralized by $13,255,000 U.S. Treasury Notes, 6 1/2%,
                 due 8/30/01 with a value of $14,198,435 (With First Chicago Capital

                 Markets, Inc. 4.68%, dated 1/29/99, due 2/1/99 delivery value $13,905,421)   13,901,807

CASH AND OTHER ASSETS IN EXCESS OF LIABILITIES (2.1%) .....................................    3,660,753
                                                                                            ------------

NET ASSETS (100.0%) ....................................................................... $174,804,687
                                                                                            ============

NET ASSET VALUE, OFFERING AND REDEMPTION PRICE,
   PER OUTSTANDING SHARE ..................................................................       $ 7.45
                                                                                            ============
</TABLE>

(1) 144A Security where certain conditions for public sale may exist.

(2) Non-income producing security

(3) PIK (Payment-in-kind).  Interest payment is made with additional securities.


See Notes to Financial Statements.

- --------------------------------------------------------------------------------
                                                                              11
<PAGE>

Value Line Aggressive Income Trust

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

                                         Dollars
                                      (in thousands
                                         except
                                        per share
                                         amount)
                                      ------------
Assets:
Investment securities, at value
  (cost-- $168,527)..................   $157,242
Repurchase agreement (cost $13,902) .     13,902
Cash ................................         52
Interest receivable .................      3,036
Receivable for trust shares sold ....      1,591
                                        --------
    Total Assets ....................    175,823
                                        --------
Liabilities:

Payable for trust shares repurchased         322
Dividends payable to shareholders ...        496
Accrued expenses:

  Advisory fee ......................         93
  Other .............................        107
                                        --------
    Total Liabilities ...............      1,018
                                        --------
Net Assets: .........................   $174,805
                                        ========
Net Assets:
Capital Stock, at $.01 par value
  (authorized unlimited,
  outstanding 23,450,303 shares
  of beneficial interest)............      $ 235
Additional paid-in capital ..........    193,935
Accumulated net realized loss
  on investments.....................     (8,178)
Undistributed net investment income..         98
Unrealized net depreciation
  of investments ....................    (11,285)
                                        --------
    Net Assets ......................   $174,805
                                        ========
Net Asset Value, Offering and
  Redemption Price
  per Outstanding Share .............     $ 7.45
                                        ========


Statement of Operations
for the Year Ended January 31, 1999
- --------------------------------------------------------------------------------
                                         Dollars
                                     (in thousands)
                                      ------------

Investment Income:
Interest income .....................  $ 16,818
Other income ........................       155
                                       --------
                                         16,973
                                       --------
Expenses:
Advisory fee ........................     1,049
Transfer agent fees .................        57
Auditing and legal fees .............        44
Taxes and other expenses ............        43
Custodian fees  .....................        36
Registration and filing fees ........        32
Printing, checks and stationery .....        27
Trustees' fees and expenses .........        15
                                       --------
    Total Expenses before
      custody credits ...............     1,303
    Less: custody credits ...........        (7)
                                       --------
    Net Expenses ....................     1,296
                                       --------
Net Investment Income ...............    15,677
                                       --------
Realized and unrealized Gain (Loss)
  on Investments

  Realized Loss--Net.................    (5,192)
  Change in Unrealized
    Appreciation--Net ...............   (17,830)
                                       --------
Net Realized Loss and Change in
  Net Unrealized Appreciation
  on Investments ....................   (23,022)
                                       --------
Net Decrease in Net Assets
  from Operations ...................  $ (7,345)
                                       ======== 


See Notes to Financial Statements.
- --------------------------------------------------------------------------------
12

<PAGE>

                                              Value Line Aggressive Income Trust

Statement of Changes in Net Assets
for the Years Ended January 31, 1999 and 1998
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                              1999             1998
                                                                            -------------------------
                                                                              (Dollars in thousands)
<S>                                                                         <C>               <C>    
Operations:
  Net investment income ...............................................     $ 15,677          $ 9,202
  Realized gain (loss) on investments-- Net ...........................       (5,192)           1,969
  Change in net unrealized appreciation ...............................      (17,830)           4,599
                                                                            -------------------------
  Net increase/decrease in net assets from operations..................       (7,345)          15,770
                                                                            -------------------------

Distributions to Shareholders:
  Net investment income ...............................................      (15,605)          (9,192)
                                                                            -------------------------

Trust Share Transactions:
  Net proceeds from sale of shares ....................................      164,217          130,541
  Net proceeds from reinvestment of distribution to shareholders.......       10,593            6,131
                                                                            -------------------------
                                                                             174,810          136,672
  Cost of shares repurchased ..........................................     (123,767)         (80,303)
                                                                            -------------------------
  Increase from share transactions ....................................       51,043           56,369
                                                                            -------------------------

Total Increase in Net Assets ..........................................       28,093           62,947

Net Assets:
  Beginning of year ...................................................      146,712           83,765
                                                                             ------------------------
  End of year  ........................................................     $174,805         $146,712
                                                                            =========================

Undistributed net investment income at end of year ....................     $     98         $     26
                                                                            ========================
</TABLE>


See Notes to Financial Statements.
- --------------------------------------------------------------------------------
                                                                              13

<PAGE>

Value Line Aggressive Income Trust

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

1.   Significant Accounting Policies

Value  Line  Aggressive  Income  Trust (the  "Trust")  is  registered  under the
Investment  Company  Act  of  1940,  as  amended,  as  a  diversified,  open-end
management  investment company. The primary investment objective of the Trust is
to maximize  current  income  through  investment in a diversified  portfolio of
high-yield  fixed-income  securities.  As a secondary investment objective,  the
Trust will seek capital  appreciation  but only when consistent with its primary
objective.  Lower rated or unrated (i.e.  high-yield) securities are more likely
to react to developments  affecting  market risk (general market  liquidity) and
credit risk (issuers' inability to meet principal and interest payments on their
obligations)  than are more highly rated  securities,  which react  primarily to
movements in the general level of interest rates. The ability of issuers of debt
securities  held by the  Trust to meet  their  obligations  may be  affected  by
economic  developments  in  a  specific  industry.   The  following  significant
accounting  policies  are  in  conformity  with  generally  accepted  accounting
principles for investment companies.  Such policies are consistently followed by
the Trust 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. The Trustees have determined that the value of bonds and
other fixed income  corporate  securities be calculated on the valuation date by
reference  to  valuations  obtained  from an  independent  pricing  service that
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.
Securities,  other than bonds and other fixed income  securities,  not priced in
this  manner  are  valued at the  midpoint  between  the  latest  available  and
representative bid and asked prices or, when stock exchange valuations are used,
at the latest  quoted sale price as of the regular  close of business of the New
York Stock Exchange on the valuation date. Other assets and securities for which
market  valuations  are not readily  available are valued at their fair value as
the Trustees may determine. Short term instruments with maturities of 60 days or
less, at the date of purchase,  are valued at amortized cost which  approximates
market  value.  

(B) Repurchase Agreements. In connection with repurchase agreements, the Trust'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 Trust 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)  Distributions.  It is the policy of the Trust to distribute  all of its net
investment income to shareholders.  Dividends from net investment income will be
declared  daily and paid  monthly.  Net  realized  capital  gains,  if any,  are
distributed to  shareholders  annually or more frequently if necessary to comply
with the Internal Revenue Code. Income dividends and capital gains distributions
are  automatically  reinvested  in  additional  shares of the Trust  unless  the
shareholder  has  requested  otherwise.  Income earned by the Trust on weekends,
holidays and other days on which the Trust is closed for business is declared as
a dividend on the next day on which the Trust is open for business.  


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

<PAGE>

                                              Value Line Aggressive Income Trust

                                                                January 31, 1999
- --------------------------------------------------------------------------------

(D)  Federal  Income  Taxes.  It is  the  Trust'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 of
1986,  and to  distribute  all  of  its  taxable  income  to  its  shareholders.
Therefore, no federal income tax or excise tax provision is required.

(E)  Investments.  Securities  transactions  are recorded on a trade date basis.
Realized  gain  and  loss  from  securities  transactions  are  recorded  on the
identified-cost  basis. Interest income,  adjusted for amortization of discount,
including  original-issue  discount  required for federal income tax purposes on
investments, is earned from settlement date and recognized on the accrual basis.

(F) Amortization.  Discounts on debt securities are amortized to interest income
over the life of the security with a  corresponding  increase to the  security's
cost basis; premiums on debt securities are not amortized.

2.   Trust Share Transactions

Transactions in shares of beneficial interest in the Trust were as follows:

                                        Year Ended
                                        January 31,
                                    ------------------
                                      1999      1998
                                    ------------------
                                       (in thousands)
Shares sold .....................    20,676     15,725
Shares issued to shareholders
in reinvestment of dividends ....     1,330        735
                                    ------------------
                                     22,006     16,460
Shares repurchased ..............   (15,498)    (9,722)
                                    ------------------
Net increase ....................     6,508      6,738
                                    ==================


3.   Purchases and Sales of Securities

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

                                    Year Ended
                                 January 31, 1999
                                   ------------
                                  (in thousands)
PURCHASES:
Investment Securities...........     $248,045
                                     ========
SALES:
Investment Securities ..........     $207,126
                                     ========

At January 31, 1999, the aggregate  cost of investments in securities  including
repurchase agreements for Federal income tax purposes was $183,040,215. The cost
basis has been  adjusted  for  deferral  of wash sale  losses of  $611,378.  The
aggregate appreciation and depreciation of investments at January 31, 1999 based
on a  comparison  of  investment  values and their costs for Federal  income tax
purposes,  was  $3,685,986  and  $15,582,267,  respectively,  resulting in a net
depreciation  of $11,896,281.  

For Federal  income tax  purposes,  the Trust had a capital  loss  carryover  at
January  31,  1999 of  $5,516,205,  of  which  $599,408  will  expire  in  2000,
$2,386,247 in 2003 and  $2,530,550  in 2007. To the extent future  capital gains
are offset by such capital  losses,  the Trust does not anticipate  distributing
any such gains to the shareholders.

For the year ended January 31, 1999,  permanent book tax  differences due to the
expiration  of capital loss  carryovers  of $3,439,000  were  reclassified  from
accumulated net realized loss on investments to additional paid-in capital.

During the year ended  January 31, 1999, as permitted  under Federal  income tax
regulations,  the Trust has  elected to defer  $2,049,896  of  Post-October  net
capital losses to the next taxable year.


- --------------------------------------------------------------------------------
                                                                              15
<PAGE>

Value Line Aggressive Income Trust

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

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

An  advisory  fee of  $1,049,295  was paid or payable to Value Line,  Inc.,  the
Trust's  investment  adviser,  (the  "Adviser"),  for the year ended January 31,
1999.  This was  computed  at an annual  rate of .75 of 1% per year on the first
$100 million of the Trust's average daily net assets for the period,  and .50 of
1% on the average net assets in excess thereof.  The Adviser provides  research,
investment  programs and supervision of the investment  portfolio and pays costs
of administrative  services and office space. The Adviser also provides persons,
satisfactory to the Trust's  Trustees,  to act as officers of the Trust and pays
their salaries and wages. The Trust bears all other costs and expenses.  

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

At January 31, 1999, the Adviser owned 1,003,765  shares of beneficial  interest
in the Trust, representing 4.28% of the outstanding shares. 

In addition,  certain  officers and trustees  owned 88,534  shares of beneficial
interest in the Trust, representing .38% of the outstanding shares.



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

<PAGE>

                                              Value Line Aggressive Income Trust

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

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

<TABLE>
<CAPTION>
                                                               Year Ended January 31,
                                             ----------------------------------------------------------
                                               1999        1998         1997        1996         1995
                                             --------     -------      -------     -------      -------
<S>                                          <C>         <C>           <C>         <C>          <C>    
Net asset value, beginning of year ........  $   8.66    $   8.21      $  7.64     $  6.80      $  8.00
                                             ----------------------------------------------------------

  Income from investment operations:
    Net investment income .................       .78         .72          .75         .69          .68
    Net gains or losses on securities
      (both realized and unrealized) ......     (1.21)        .45          .57         .85        (1.20)
                                             ----------------------------------------------------------
      Total from investment operations ....      (.43)       1.17         1.32        1.54         (.52)
                                             ----------------------------------------------------------

  Less distributions:
    Dividends from net investment income ..      (.78)       (.72)        (.75)       (.70)        (.68)
                                             ----------------------------------------------------------
Net asset value, end of year ..............  $   7.45    $   8.66      $  8.21     $  7.64      $  6.80
                                             ==========================================================
Total return ..............................     (5.13%)     14.97%       18.12%      23.79%       (6.66%)
                                             ==========================================================

Ratios/Supplemental Data
Net assets, end of year (in thousands) ....  $174,805    $146,712      $83,765     $41,776      $29,760
Ratio of expenses to average net assets....       .81%(1)     .95%(1)     1.10%(1)    1.22%(1)     1.27%
Ratio of net investment income to
  average net assets.......................      9.81%       8.60%        9.70%       9.67%        9.23%
Portfolio turnover rate ...................       140%        251%         276%        284%         221%
</TABLE>

(1)  After offset for custody  credits.  Excluding the custody credits would not
     have changed the expense ratio.



See Notes to Financial Statements.
- --------------------------------------------------------------------------------
                                                                              17

<PAGE>

Value Line Aggressive Income Trust

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

To the Shareholders and Board of Trustees of
Value Line Aggressive Income Trust

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 Aggressive Income Trust
(the "Trust") at January 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 Trust'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 January
31, 1999 by correspondence  with the custodian and broker,  provide a reasonable
basis for the opinion expressed above.

PricewaterhouseCoopersLLP
1177 Avenue of the Americas
New York, New York
March 17, 1999

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

                          Other Information (Unaudited)

Year 2000. Like other mutual funds, the Trust 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 Trust'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 Trust.

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


- --------------------------------------------------------------------------------
18

<PAGE>

                                              Value Line Aggressive Income Trust

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








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- --------------------------------------------------------------------------------
                                                                              19

<PAGE>

Value Line Aggressive Income Trust


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

1950--The  Value Line Fund seeks  long-term  growth of capital along with modest
current income by investing  substantially all of its assets in common stocks or
securities  convertible  into common stock.  

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

1956--The Value Line Special Situations Fund seeks to obtain long-term growth of
capital by investing not less than 80% of its assets in "special situations". No
consideration is given to achieving current income.

1972--Value  Line Leveraged  Growth  Investors' sole investment  objective is to
realize  capital growth by investing  substantially  all of its assets in common
stocks.  The  Fund  may  borrow  up to 50% of its net  assets  to  increase  its
purchasing power.

1979--The  Value Line Cash Fund, a money market fund,  seeks high current income
consistent with preservation of capital and liquidity.

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

1983--Value  Line Centurion Fund* seeks long-term  growth of capital as its sole
objective  by  investing  primarily  in stocks  ranked 1 or 2 by Value  Line for
year-ahead relative performance.

1984--The  Value Line Tax Exempt Fund seeks to provide  investors  with  maximum
income exempt from federal  income taxes while avoiding undue risk to principal.
The Fund offers  investors a choice of two portfolios:  a Money Market Portfolio
and a High-Yield 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 by
investing in high-yielding, lower rated fixed-income corporate securities.

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

1987--Value Line Strategic Asset Management Trust* invests in stocks,  bonds and
cash equivalents according to computer trend models developed by Value Line. The
objective  is  to  professionally   manage  the  optimal   allocation  of  these
investments at all times.

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 correct
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.


- --------------------------------------------------------------------------------
20

<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

TRUSTEEs              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
                      Nathan Grant
                      Vice President
                      David T. Henigson
                      Vice President and
                      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 Trust  (obtainable from
the Distributor).
                                                               # 505403




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