VALUE LINE NEW YORK TAX EXEMPT TRUST
485BPOS, 1996-06-27
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<PAGE>
   
     As filed with the Securities and Exchange Commission on June 27, 1996
    
 
                                                    Registration No. 33-12400
                                                    Registration No. 811-5052
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
                       SECURITIES AND EXCHANGE COMMISSION
 
                              Washington, DC 20549
                                 -------------
 
                                   FORM N-1A
 
      REGISTRATION   STATEMENT   UNDER  THE   SECURITIES  ACT   OF  1933     /X/
 
                           Pre-Effective Amendment No.                       / /
 
   
                         Post-Effective Amendment No. 10                     /X/
    
 
                                      and
 
                             REGISTRATION STATEMENT
                     UNDER THE INVESTMENT COMPANY ACT OF 1940                /X/
   
                                 Amendment No. 10                            /X/
    
                                 -------------
 
                      VALUE LINE NEW YORK TAX EXEMPT TRUST
 
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
 
            220 East 42nd Street, New York, New York      10017-5891
          (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)            (ZIP CODE)
 
       Registrant's Telephone Number, including Area Code (212) 907-1500
 
                               David T. Henigson
                                Value Line, Inc.
                              220 East 42nd Street
                         New York, New York 10017-5891
                    (NAME AND ADDRESS OF AGENT FOR SERVICE)
 
                                    Copy to:
                              Peter D. Lowenstein
                         Two Greenwich Plaza, Suite 100
                              Greenwich, CT 06830
 
        It is proposed that this filing will become effective (check
        appropriate box)
 
        / / immediately upon filing pursuant to paragraph (b)
   
        /X/ on July 1, 1996 pursuant to paragraph (b)
    
        / / 60 days after filing pursuant to paragraph (a)
        / / on (date) pursuant to paragraph (a) of rule 485
 
                                 --------------
 
   
PURSUANT TO THE PROVISIONS OF RULE 24F-2(A)(1) UNDER THE INVESTMENT COMPANY  ACT
OF  1940, REGISTRANT HAS REGISTERED AN INDEFINITE NUMBER OF SHARES OF BENEFICIAL
INTEREST UNDER  THE SECURITIES  ACT OF  1933. REGISTRANT  FILED ITS  RULE  24F-2
NOTICE FOR THE YEAR ENDED FEBRUARY 29, 1996 ON OR ABOUT MARCH 20, 1996.
    
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>
                      VALUE LINE NEW YORK TAX EXEMPT TRUST
                                   FORM N-1A
                             CROSS REFERENCE SHEET
                           (AS REQUIRED BY RULE 495)
 
<TABLE>
<CAPTION>
N-1A ITEM NO.                                                                            LOCATION
- ----------------                                                          ---------------------------------------
<S>               <C>                                                     <C>
PART A (PROSPECTUS)
    Item  1.      Cover Page............................................  Cover Page
    Item  2.      Synopsis..............................................  Not Applicable
    Item  3.      Condensed Financial Information.......................  Summary of Trust Expenses; Financial
                                                                            Highlights
    Item  4.      General Description of Registrant.....................  Cover Page; Investment Objective and
                                                                            Policies; Investment Restrictions;
                                                                            Additional Information
    Item  5.      Management of the Fund................................  Summary of Trust Expenses; Management
                                                                            of the Trust; Additional Information
    Item  6.      Capital Stock and Other Securities....................  Dividends and Distributions; Taxes;
                                                                            Additional Information
    Item  7.      Purchase of Securities Being Offered..................  How to Buy Shares; Calculation of Net
                                                                            Asset Value; Investor Services
    Item  8.      Redemption or Repurchase..............................  How to Redeem Shares
    Item  9.      Pending Legal Proceedings.............................  Not Applicable
 
PART B (STATEMENT OF ADDITIONAL INFORMATION)
    Item 10.      Cover Page............................................  Cover Page
    Item 11.      Table of Contents.....................................  Table of Contents
    Item 12.      General Information and History.......................  Additional Information (Part A)
    Item 13.      Investment Objectives and Policies....................  Investment Objective and Policies;
                                                                            Investment Restrictions
    Item 14.      Management of the Fund................................  Trustees and Officers
    Item 15.      Control Persons and Principal Holders of Securities...  Management of the Trust (Part A);
                                                                            Trustees and Officers
    Item 16.      Investment Advisory and Other Services................  Management of the Trust (Part A); The
                                                                            Adviser
    Item 17.      Brokerage Allocation..................................  Management of the Trust (Part A);
                                                                            Portfolio Transactions
    Item 18.      Capital Stock and Other Securities....................  Additional Information (Part A)
    Item 19.      Purchase,    Redemption   and    Pricing   of   Secur-
                    ities Being Offered.................................  How to Buy Shares; Suspension of
                                                                            Redemptions; Calculation of Net Asset
                                                                            Value (Part A)
    Item 20.      Tax Status............................................  Taxes
    Item 21.      Underwriters..........................................  Not Applicable
    Item 22.      Calculation of Performance Data.......................  Performance Information (Part A);
                                                                            Performance Data
    Item 23.      Financial Statements..................................  Financial Statements
</TABLE>
 
PART C
    Information required  to  be included  in  Part C  is  set forth  under  the
appropriate Item, so numbered, in Part C to this Registration Statement.
<PAGE>
 
   
<TABLE>
<S>                                   <C>
VALUE LINE NEW YORK                    PROSPECTUS
TAX EXEMPT TRUST                      July 1, 1996
</TABLE>
    
 
220 East 42nd Street, New York, New York 10017-5891
1-800-223-0818 or 1-800-243-2729
 
              Value  Line New York Tax  Exempt Trust (the "Trust")
              is a  no-load,  non-diversified  investment  company
              whose  investment objective  is to  provide New York
              taxpayers with the  maximum income  exempt from  New
              York  State,  New  York  City  and  federal personal
              income taxes while avoiding undue risk to principal.
 
              The Trust's investment adviser  is Value Line,  Inc.
              (the "Adviser").
 
              Shares  of the Trust are offered at net asset value.
              There are no sales charges or redemption fees.
 
   
    This Prospectus sets forth  concise information about  the Trust that  a
    prospective  investor ought  to know  before investing.  This Prospectus
    should be retained  for future reference.  Additional information  about
    the  Trust is contained in a  Statement of Additional Information, dated
    July 1, 1996,  which has  been filed  with the  Securities and  Exchange
    Commission and is incorporated into this Prospectus by reference. A copy
    of  the Statement of Additional Information may be obtained at no charge
    by writing or telephoning the Trust at the address or telephone  numbers
    listed above.
    
 
                                  DISTRIBUTOR
                          Value Line Securities, Inc.
                              220 East 42nd Street
                         New York, New York 10017-5891
 
  THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
  EXCHANGE   COMMISSION  OR  ANY  STATE  SECURITIES  COMMISSION  NOR  HAS  THE
  COMMISSION OR ANY STATE  SECURITIES COMMISSION PASSED  UPON THE ACCURACY  OR
  ADEQUACY  OF  THIS  PROSPECTUS.  ANY REPRESENTATION  TO  THE  CONTRARY  IS A
  CRIMINAL OFFENSE.
<PAGE>
                           SUMMARY OF TRUST EXPENSES
 
   
<TABLE>
<S>                                                                               <C>
SHAREHOLDER TRANSACTION EXPENSES
  Sales Load on Purchases.......................................................       None
  Sales Load on Reinvested Dividends............................................       None
  Deferred Sales Load...........................................................       None
  Redemption Fees...............................................................       None
  Exchange Fee..................................................................       None
 
ANNUAL TRUST OPERATING EXPENSES (AS A PERCENTAGE OF AVERAGE NET ASSETS)
  Management Fees...............................................................       .60%
  12b-1 Fees....................................................................       None
  Other Expenses................................................................       .32%
  Total Trust Operating Expenses................................................       .92%
</TABLE>
    
 
   
<TABLE>
<CAPTION>
EXAMPLE                                                 1 YEAR       3 YEARS      5 YEARS     10 YEARS
                                                      -----------  -----------  -----------  -----------
 
<S>                                                   <C>          <C>          <C>          <C>
You  would pay  the following  expenses on  a $1,000
  investment, assuming  (1)  5%  annual  return  and
  (2) redemption at the end of each time period:....   $       9    $      29    $      51    $     113
</TABLE>
    
 
   
    The  foregoing is based  upon the expenses  for the year  ended February 29,
1996 and is designed to assist investors in understanding the various costs  and
expenses  that an investor in the Trust will bear directly or indirectly. Actual
expenses in the future may be greater or less than those shown.
    
 
FINANCIAL HIGHLIGHTS
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)
 
   
    The following information on selected per share data and ratios, insofar  as
it pertains to each of the five years in the period ended February 29, 1996, has
been audited by Price Waterhouse LLP, independent accountants, whose unqualified
report  thereon appears  in the Trust's  Annual Report to  Shareholders which is
incorporated by  reference  in the  Statement  of Additional  Information.  This
information  should be  read in  conjunction with  the financial  statements and
notes thereto  which  appear  in  the  Trust's  Annual  Report  to  Shareholders
available from the Trust without charge.
    
 
                                       2
<PAGE>
   
<TABLE>
<CAPTION>
                                                       YEAR ENDED LAST DAY OF FEBRUARY,
                              ----------------------------------------------------------------------------------
                                 1996        1995        1994        1993        1992        1991        1990        1989
                              ----------  ----------  ----------  ----------  ----------  ----------  ----------  ----------
<S>                           <C>         <C>         <C>         <C>         <C>         <C>         <C>         <C>
Net asset value, beginning
  of year...................  $    9.81   $   10.49   $   10.84   $    9.90   $    9.50   $    9.65   $    9.76   $    9.93
                              ----------  ----------  ----------  ----------  ----------  ----------  ----------  ----------
 
  INCOME FROM INVESTMENT
   OPERATIONS:
    Net investment income...       .491        .523        .570        .596        .634        .707        .702        .733(1)
    Net gains or losses on
     securities (both
     realized and
     unrealized)............       .470       (.611)       .062       1.080        .400       (.150)      (.046)      (.112)
                              ----------  ----------  ----------  ----------  ----------  ----------  ----------  ----------
        Total from
         investment
         operations.........       .961       (.088)       .632       1.676       1.034        .557        .656        .621
                              ----------  ----------  ----------  ----------  ----------  ----------  ----------  ----------
 
  LESS DISTRIBUTIONS:
    Dividends from net
     investment income......      (.491)      (.523)      (.570)      (.596)      (.634)      (.707)      (.702)      (.733)
    Distributions from
     capital gains..........      --          (.069)      (.412)      (.140)      --          --          (.064)      (.058)
                              ----------  ----------  ----------  ----------  ----------  ----------  ----------  ----------
        Total
         distributions......      (.491)      (.592)      (.982)      (.736)      (.634)      (.707)      (.766)      (.791)
                              ----------  ----------  ----------  ----------  ----------  ----------  ----------  ----------
Net asset value, end of
  year......................  $   10.28   $    9.81   $   10.49   $   10.84   $    9.90   $    9.50   $    9.65   $    9.76
                              ----------  ----------  ----------  ----------  ----------  ----------  ----------  ----------
                              ----------  ----------  ----------  ----------  ----------  ----------  ----------  ----------
Total return................      10.00%       (.58%)      5.98%      17.56%      11.18%       5.99%       6.87%       6.54%(2)
                              ----------  ----------  ----------  ----------  ----------  ----------  ----------  ----------
                              ----------  ----------  ----------  ----------  ----------  ----------  ----------  ----------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period
  (in thousands)............  $  40,169   $  39,139   $  44,190   $  41,528   $  35,478   $  32,327   $  29,274   $  26,412
Ratio of expenses to average
  net assets................        .92%        .86%        .87%        .85%        .92%        .91%       1.01%        .76%(2)
Ratio of net investment
  income to average net
  assets....................       4.87%       5.36%       5.21%       5.82%       6.50%       7.46%       7.16%       7.51%(2)
Portfolio turnover rate.....        119%        105%         54%        137%        124%         61%         39%         73%
 
<CAPTION>
                                 JULY 2, 1987
                                (COMMENCEMENT
                              OF OPERATIONS) TO
                              FEBRUARY 29, 1988
                              ------------------
<S>                           <C>
Net asset value, beginning
  of year...................      $   10.00
                                   --------
  INCOME FROM INVESTMENT
   OPERATIONS:
    Net investment income...           .520(1)
    Net gains or losses on
     securities (both
     realized and
     unrealized)............          (.070)
                                   --------
        Total from
         investment
         operations.........           .450
                                   --------
  LESS DISTRIBUTIONS:
    Dividends from net
     investment income......          (.520)
    Distributions from
     capital gains..........          --
                                   --------
        Total
         distributions......          (.520)
                                   --------
Net asset value, end of
  year......................      $    9.93
                                   --------
                                   --------
Total return................           4.77%(2)
                                   --------
                                   --------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period
  (in thousands)............      $  19,648
Ratio of expenses to average
  net assets................             --*(2)
Ratio of net investment
  income to average net
  assets....................           8.15%*(2)
Portfolio turnover rate.....             17%
</TABLE>
    
 
- ---------------
*   Annualized
 
(1) Net  of waiver of advisory fee and voluntary expense reimbursement. Had
    these fees and expenses been fully  borne by the Trust, net  investment
    income  per share would have  been $.714 and $.416  for fiscal 1989 and
    1988, respectively.
 
(2) Due to waiver of advisory fee and expense reimbursement by the  Adviser
    and  the  short period  for  1988, data  are  not indicative  of future
    periods. Had all expenses been absorbed by the Trust, total return, the
    ratio of expenses and the ratio of net investment income to average net
    assets would have been 6.06%, .95% and 7.32% for fiscal 1989 and, on an
    annualized basis, 5.96%, 1.61% and 6.53% for fiscal 1988, respectively.
 
                                       3
<PAGE>
INVESTMENT OBJECTIVE AND POLICIES
 
    The Trust's investment objective is to  provide New York taxpayers with  the
maximum  income exempt from New  York State, New York  City and federal personal
income taxes while avoiding undue risk to principal. Under normal conditions,the
Trust's assets will be invested so that at least 80% of the annual income of the
Trust will be exempt from  both federal income tax and  New York State and  City
personal income taxes, except during times of adverse market conditions. This is
a   fundamental  policy  of  the  Trust   which  will  not  be  changed  without
shareholders' approval. No  assurance can  be made that  the Trust's  investment
objective  will be achieved. A  portion of the Trust's  income may be subject to
federal, state and local taxes.
 
    The  investment  objective  and  policies  of  the  Trust,  other  than  the
fundamental  policy  described  above  or  those  enumerated  under  "Investment
Restrictions" in the Statement of Additional Information, may be changed by  the
Trustees without shareholder approval.
 
BASIC INVESTMENT STRATEGY
 
   
    The  Trust  will invest  primarily in  New York  State municipal  and public
authority debt obligations  having a maturity  of more than  one year which  are
rated at the time of purchase within the four highest grades assigned by Moody's
Investors  Services (Aaa, Aa, A and Baa)  or Standard & Poor's Corporation (AAA,
AA, A and BBB). The Trust may also invest up to 30% of its assets in bonds rated
Ba or B by Moody's or BB or B by Standard & Poor's. As of February 29, 1996, the
Trust had  no  securities  rated  below  investment  grade  (Aaa  through  Baa).
Investments  rated  Baa  or  BBB  or  lower  have  speculative  characteristics;
lower-rated investments normally provide higher  yields but are speculative  and
involve  greater risk including the possibility of default or bankruptcy than is
the case with  high rated securities.  These securities may  also be subject  to
greater  market fluctuations. The Trust may also invest up to 100% of its assets
in unrated securities which the Adviser determines are of comparable quality  to
the  rated securities in which  the Trust may invest.  The amount of information
about the financial condition of an issuer of New York tax-exempt bonds may  not
be as extensive as that which is made available by corporations whose securities
are  publicly traded.  See "Special Considerations,"  below. The  Trust may also
purchase obligations  of municipal  issuers  located in  Puerto Rico,  the  U.S.
Virgin  Islands  and Guam  since  dividends paid  by  the Trust,  to  the extent
attributable to such sources,  are exempt from federal,  New York State and  New
York  City income taxes. Portfolio securities may  be sold without regard to the
length of  time that  they have  been held  in order  to take  advantage of  new
investment  opportunities or yield differentials, or because the Adviser desires
to preserve gains  or limit  losses due  to changing  economic conditions.  High
portfolio turnover may result in correspondingly greater transaction costs.
    
 
    Up  to 20%  of the  Trust's total  assets may  be invested  in taxable money
market instruments, non-New York tax-exempt securities, futures and options. The
Trust may temporarily invest more than 20% of its total assets in taxable  money
market instruments and non-New York tax-exempt securities when the Adviser deems
a  "defensive" posture to  be advisable because of  market conditions. The Trust
may only purchase  those non-New  York tax-exempt securities  which satisfy  the
standards  for  New  York  tax-exempt  securities  set  forth  in  the preceding
paragraph. The types of taxable money market instruments in which the Trust  may
invest  are the following: commercial  paper (rated A-2 or  better by Standard &
Poor's or Prime-2 or better by Moody's), U.S. government securities,  repurchase
agreements or other short-term money market instruments.
 
                                       4
<PAGE>
    Yields  of municipal securities  depend upon a  number of factors, including
the financial condition  of the issuer,  economic and money  and capital  market
conditions,  the volume of municipal securities available, conditions within the
municipal  securities  market,  proposed  and   actual  changes  in  tax   laws,
regulations  and  rules,  and  the  maturity,  rating,  and  size  of individual
offerings. Market values of municipal securities will vary inversely in relation
to their  yields. The  magnitude of  changes  in market  values in  response  to
changes  in  market rates  of  interest typically  varies  in proportion  to the
maturity of the obligations.
 
    SPECIAL CONSIDERATIONS AFFECTING THE TRUST.  The Trust's ability to  achieve
its  investment objective is  dependent upon the  ability of the  issuers of New
York municipal securities to meet  their continuing obligations for the  payment
of  principal and  interest. New  York State  and New  York City  face long-term
economic problems that could  seriously affect their ability  and that of  other
issuers of New York municipal securities to meet their financial obligations.
 
    Certain  substantial  issuers of  New  York municipal  securities (including
issuers whose obligations may be acquired by the Trust) have experienced serious
financial difficulties  in  recent  years.  These  difficulties  have  at  times
jeopardized  the credit standing and impaired the borrowing abilities of all New
York issuers and have generally contributed  to higher interest costs for  their
borrowings  and fewer markets for their  outstanding debt obligations. In recent
years, several different issues  of municipal securities of  New York State  and
its  agencies and instrumentalities and of New York City have been downgraded by
Standard & Poor's and  Moody's. On the  other hand, strong  demand for New  York
municipal  securities  has  at  times  had the  effect  of  permitting  New York
municipal securities  to  be issued  with  yields relatively  lower,  and  after
issuance,  to trade in  the market at prices  relatively higher, than comparably
rated municipal securities issued  by other jurisdictions.  A recurrence of  the
financial  difficulties previously  experienced by  certain issuers  of New York
municipal securities could result in defaults  or declines in the market  values
of  those issuers'  existing obligations  and, possibly,  in the  obligations of
other issuers of New York municipal securities. Although as of the date of  this
Prospectus,  no issuers  of New  York municipal  securities are  in default with
respect to the payment of their municipal securities, the occurrence of any such
default could affect adversely  the market values and  marketability of all  New
York  municipal securities and, consequently, the net asset value of the Trust's
portfolio.
 
    Other considerations affecting the Trust's investments in New York municipal
securities are summarized in the Statement of Additional Information.
 
    The Trust's classification as a "non-diversified" investment company  allows
it  to have a larger position in the securities of a single issuer than would be
the case if  it were diversified.  Because a relatively  high percentage of  the
Trust's  assets  may be  invested  in the  obligations  of a  limited  number of
issuers, the portfolio securities  of the Trust may  be more susceptible to  any
single   economic,  political  or  regulatory   occurrence  than  the  portfolio
securities of a diversified investment company. To meet federal tax requirements
for qualification as a "regulated investment company," the Trust will limit  its
investments  so that  at the  close of  each quarter  in each  fiscal year, with
regard to at least 50% of its assets,  no more than 5% of its total assets  will
be  invested in the securities  of a single issuer;  additionally, not more than
25% of the Trust's total assets will be invested in securities (other than  U.S.
government  securities) of any  one issuer. These limitations  may be changed by
the Trustees if federal tax requirements change.
 
                                       5
<PAGE>
MISCELLANEOUS INVESTMENT PRACTICES
 
    WHEN-ISSUED SECURITIES.  Tax-exempt securities may be purchased or sold on a
delayed-delivery basis or on a when-issued basis. These transactions arise  when
securities  are purchased or sold by the  Trust with payment and delivery taking
place in the future, in order to secure what is considered to be an advantageous
price and yield to the Trust. No payment is made until delivery is due, often  a
month  or more  after the  purchase. When the  Trust engages  in when-issued and
delayed-delivery transactions, certain risks are  involved. The Trust relies  on
the  buyer or seller, as the case may be, to consummate the transaction. Failure
of the buyer or seller to do so may result in the Trust missing the  opportunity
of  obtaining a price considered to  be advantageous. The securities are subject
to market fluctuations  and no  interest accrues  to the  purchaser during  this
period.  At  the  time the  Trust  makes  the commitment  to  purchase municipal
securities on a delayed-delivery  basis or a when-issued  basis, it will  record
the transaction and reflect the value of the municipal securities in determining
its  net asset  value. A separate  account for  the Trust consisting  of cash or
high-grade securities equal to the amount of the when-issued commitments will be
established at the Trust's  custodian bank. For the  purpose of determining  the
adequacy  of the  securities in  the account,  the deposited  securities will be
valued at market. If  the market value of  such securities declines,  additional
cash  or securities will be placed  in the account on a  daily basis so that the
market value of the  account will equal  the amount of  such commitments by  the
Trust.
 
    PRIVATE  PLACEMENT.   The Trust  may acquire  privately negotiated  loans to
tax-exempt borrowers as such securities are expected to provide the Trust with a
higher rate of interest than is generally available from marketable  securities.
To  the extent  that these  private placements  are not  readily marketable, the
Trust will  limit its  investment  in such  securities  (and in  other  illiquid
securities)  to no more  than 10% of the  value of its  total assets. Because an
active trading market  may not  exist for such  securities, the  price that  the
Trust  may pay for these securities or receive on their resale may be lower than
that for similar securities with a more liquid market.
 
    VARIABLE RATE DEMAND  INSTRUMENTS.  The  Trust may also  invest in  variable
rate  demand instruments  which are  tax-exempt obligations  that provide  for a
periodic adjustment in  the interest rate  paid on the  instrument according  to
changes  in  interest rates  generally. These  instruments  permit the  Trust to
demand payment of  the unpaid  principal balance  plus accrued  interest upon  a
specified  number of days' notice to the issuer or its agent. The demand feature
may be backed by  a bank letter  of credit or guarantee  issued with respect  to
such  instrument.  The Trust  intends to  exercise  the demand  only (1)  upon a
default under the terms  of the municipal obligation,  (2) as needed to  provide
liquidity  to the Trust, or (3) to maintain a high quality investment portfolio.
The issuer of a variable rate  demand instrument may have a corresponding  right
to  prepay in  its discretion the  outstanding principal of  the instrument plus
accrued interest  upon notice  comparable to  that required  for the  holder  to
demand payment. The variable rate demand instruments that the Trust may purchase
are payable on demand on not more than seven calendar days' notice. The terms of
the  instruments provide that interest rates are adjustable at intervals ranging
from daily up to six months, and  the adjustments are based upon the prime  rate
of a bank or other appropriate interest rate adjustment index as provided in the
respective instruments.
 
    LENDING  SECURITIES.   The Trust may  lend limited amounts  of its portfolio
securities to broker-dealers or institutional investors which the Adviser  deems
qualified,  but only when  the borrower agrees to  maintain cash collateral with
the Trust  equal  at all  times  to at  least  100% of  the  value of  the  lent
securities  and accrued interest. The Trust will continue to receive interest on
the lent securities
 
                                       6
<PAGE>
and will invest the cash collateral in readily marketable short-term obligations
of high quality, thereby earning additional interest. Interest on lent municipal
securities received by  the borrower  and paid  over to  the Trust  will not  be
exempt  from  federal  income taxes  in  the hands  of  the Trust.  No  loans of
securities will be  made if,  as a  result, the  aggregate of  such loans  would
exceed  10% of the  value of the  Trust's total assets.  The Trust may terminate
such loans at any time.
 
    FINANCIAL FUTURES  CONTRACTS.   The Trust  may invest  in financial  futures
contracts  ("futures contracts") and  related options thereon  limited to 30% of
the Trust's net  assets. If  the Adviser  anticipates that  interest rates  will
rise,  the Trust may sell  a futures contract or write  a call option thereon or
purchase a put option  on such futures  contract to attempt  to hedge against  a
decrease in the value of the Trust's securities. If the Adviser anticipates that
interest rates will decline, the Trust may purchase a futures contract or a call
option  thereon to protect against  an increase in the  prices of the securities
the Trust  intends to  purchase.  These futures  contracts and  related  options
thereon  will be used only as a hedge against anticipated interest rate changes.
A futures contract  sale creates  an obligation  on the  part of  the Trust,  as
seller, to deliver the specific type of instrument called for in the contract at
a  specified  future time  at  a specified  price.  A futures  contract purchase
creates an  obligation by  the Trust,  as  purchaser, to  take delivery  of  the
specific  type of financial instrument at a specified future time at a specified
price.
 
    Although the terms of futures  contracts specify actual delivery or  receipt
of  securities,  in  most instances  the  contracts  are closed  out  before the
settlement date without  the making  or taking  of delivery  of the  securities.
Closing  out  a futures  contract  is effected  by  entering into  an offsetting
purchase or sale transaction. An  offsetting transaction for a futures  contract
sale  is effected by the Trust entering into a futures contract purchase for the
same aggregate amount  of the  specific type  of financial  instrument and  same
delivery  date. If  the price in  the sale  exceeds the price  in the offsetting
purchase, the Trust is immediately paid the difference and thus realizes a gain.
If the purchase price of the offsetting transaction exceeds the sale price,  the
Trust  pays the difference and realizes a  loss. Similarly, the closing out of a
futures contract  purchase is  effected by  the Trust  entering into  a  futures
contract  sale. If  the offsetting  sale price  exceeds the  purchase price, the
Trust realizes  a gain,  and  if the  offsetting sale  price  is less  than  the
purchase price, the Trust realizes a loss.
 
    The  Trust  is required  to maintain  margin  deposits with  brokerage firms
through which  it effects  futures contracts  and options  thereon. The  initial
margin  requirements vary according  to the type of  the underlying security. In
addition, due to current industry practice, daily variations in gains and losses
on open contracts are required to be reflected in cash in the form of  variation
margin  payments. The Trust  may be required to  make additional margin payments
during the term of the contract.
 
    Currently, futures contracts  can be  purchased on debt  securities such  as
U.S.  Treasury bills, bonds, and notes,  certificates of the Government National
Mortgage Association and bank certificates of  deposit. The Trust may invest  in
futures  contracts covering these  types of financial instruments  as well as in
new types of such contracts that become available in the future.
 
    The Trust  will only  enter into  financial contracts  which are  traded  on
national  futures  exchanges, principally  the Chicago  Board  of Trade  and the
Chicago Mercantile Exchange.
 
    A  risk  in  employing  futures  contracts  to  protect  against  the  price
volatility  of portfolio securities is that the  price of a futures contract may
move more or less than the price of the securities being hedged. There is also a
risk of imperfect correlation where the securities underlying futures  contracts
have  different maturities than  the portfolio securities  being hedged. Another
risk is that the Trust's
 
                                       7
<PAGE>
Adviser could be incorrect in its expectations as to the direction or extent  of
various interest rate movements or the time span within which the movements take
place.  For  example,  if the  Trust  sold  futures contracts  for  the  sale of
securities in anticipation of an increase  in interest rates, and then  interest
rates  declined instead, causing bond prices to rise, the Trust would lose money
on the sale. The risk of imperfect  correlation may be increased if the  futures
contracts  being  used  are  on taxable  securities  rather  than  on tax-exempt
securities since there  is no guarantee  that the prices  of taxable  securities
will move in a manner similar to the prices of tax-exempt securities.
 
    Unlike  a futures  contract, which  requires the parties  to buy  and sell a
security on a set date, an option  on a futures contract entitles its holder  to
decide  on or before a future date whether to enter into such a contract. If the
holder decides not to enter into the  contract, the premium paid for the  option
is  lost. Since the price of the option is fixed at the point of sale, there are
no daily payments of cash in  the nature of "variation" or "maintenance"  margin
payments  to reflect the change in the value of the underlying contract as there
are in a purchase or  sale of a futures contract.  The value of the option  does
change and is reflected in the net asset value of the Trust.
 
    Put  and call options  on financial futures  have characteristics similar to
those of other options.  In addition to the  risks associated with investing  in
options  on securities, there are particular  risks associated with investing in
options on  futures. In  particular,  the ability  to  establish and  close  out
positions  on such options will be subject to the development and maintenance of
a liquid  secondary market.  The Trust  will  enter into  an option  on  futures
position  only  if  there appears  to  be  a liquid  secondary  market therefor,
although there can be no assurance that  such a market will actually develop  or
be maintained.
 
    The  Trust  may  also utilize  municipal  bond index  futures  contracts and
options thereon for hedging purposes.  The Trust's strategies in employing  such
contracts  will be  similar to those  discussed above with  respect to financial
futures and related options. A municipal bond index is a method of reflecting in
a single  number the  market value  of  many different  municipal bonds  and  is
designed  to be representative of the municipal bond market generally. The index
fluctuates in response  to changes in  the market values  of the bonds  included
within  the index. Unlike futures contracts on particular financial instruments,
transactions in futures on a  municipal bond index will  be settled in cash,  if
held until the close of trading in the contract. However, like any other futures
contract, a position in the contract may be closed out by purchase or sale of an
offsetting  contract  for the  same delivery  month prior  to expiration  of the
contract. Trading in the  municipal bond index futures  contract takes place  on
the Chicago Board of Trade.
 
    The Trust may not enter into futures contracts or related options thereon if
immediately  thereafter the amount committed to  margin plus the amount paid for
option premiums  exceeds  5%  of the  value  of  the Trust's  total  assets.  In
instances  involving the purchase  of futures contracts by  the Trust, an amount
equal to  the market  value  of the  futures contract  will  be deposited  in  a
segregated  account of cash  and cash equivalents  to collateralize the position
and thereby insure that the use of such futures contract is unleveraged.
 
INVESTMENT RESTRICTIONS
 
    The Trust has adopted a number  of investment restrictions which may not  be
changed  without  shareholder approval.  These are  set forth  under "Investment
Restrictions" in the Statement of Additional information.
 
                                       8
<PAGE>
MANAGEMENT OF THE TRUST
 
   
    The management and affairs of the Trust are supervised by the Trustees.  The
Trust's  officers conduct  and supervise  the daily  business operations  of the
Trust. The Trust's investment decisions are  made by an investment committee  of
employees of the Adviser. The Trust's Annual Report contains a discussion of the
Trust's  performance,  which will  be made  available  upon request  and without
charge.
    
 
   
    THE ADVISER.   The Adviser was  organized in  1982 and is  the successor  to
substantially  all of the operations of  Arnold Bernhard & Co., Inc. ("AB&Co.").
The  Adviser  was  formed  as  part  of  a  reorganization  of  AB&Co.,  a  sole
proprietorship  formed  in 1931  which became  a New  York corporation  in 1946.
AB&Co. currently  owns  approximately  81%  of the  outstanding  shares  of  the
Adviser's  common stock.  Jean Bernhard  Buttner, Chairman,  President and Chief
Executive Officer of the Adviser, owns a majority of the voting stock of  AB&Co.
All  of the non-voting  stock is owned by  or for the benefit  of members of the
Bernhard family and certain  employees and former employees  of the Adviser  and
AB&Co.  The Adviser currently acts as investment adviser to the other Value Line
funds and furnishes  investment advisory services  to private and  institutional
accounts  with combined assets  in excess of $5  billion. Value Line Securities,
Inc., the  Trust's distributor,  is a  subsidiary of  the Adviser.  The  Adviser
manages  the Trust's  investments, provides various  administrative services and
supervises the Trust's daily business affairs,  subject to the authority of  the
Trustees.  The Adviser is paid  an advisory fee on a  monthly basis at an annual
rate of .60% of the Trust's average  daily net assets during the year. For  more
information  about the Trust's management fees and expenses, see the "Summary of
Trust Expenses" on page 2.
    
 
CALCULATION OF NET ASSET VALUE
 
    The net asset value of the Trust's shares for purposes of both purchases and
redemptions is determined once daily as of the close of trading of the New  York
Stock  Exchange (currently 4:00  p.m., New York  time) on each  day that the New
York Stock Exchange is  open for trading  except on days on  which no orders  to
purchase,  sell or redeem  Trust shares have  been received. The  New York Stock
Exchange is currently closed  on New Year's Day,  Presidents' Day, Good  Friday,
Memorial  Day, Independence Day, Labor Day,  Thanksgiving Day and Christmas Day.
The net asset value per share is  determined by dividing the total value of  the
investments  and other assets of  the Trust, less any  liabilities, by the total
outstanding shares.
 
    Fixed-income securities are  valued on the  basis of prices  provided by  an
independent   pricing  service  approved  by  the  Trustees.  The  Adviser  will
periodically review and evaluate the procedures, methods and quality of services
provided by the pricing service then being used by the Trust and may, from  time
to  time,  recommend  to the  Trustees  the  use of  other  pricing  services or
discontinuance of the use of any pricing service in whole or part. The  Trustees
may  determine to  approve such recommendation  or to make  other provisions for
pricing of the Trust's portfolio securities. Non-tax-exempt securities for which
market quotations are readily available  are stated at market value.  Short-term
instruments  that will mature in  60 days or less  are stated at amortized cost,
which approximates market value. Options are valued at their last sale price  at
the  close of option trading on the exchanges on which they are traded (if there
were no sales that day, the option is valued at the mean between the closing bid
and asked  prices),  and  futures  and  options  thereon  which  are  traded  on
commodities  exchanges are valued  at their last  sale price as  of the close of
such commodities  exchanges.  Other  assets  and  securities  for  which  market
valuations  are not  readily available  are valued  at their  fair value  as the
Trustees may determine.
 
                                       9
<PAGE>
HOW TO BUY SHARES
 
   
    PURCHASE BY  CHECK.   To  purchase  shares, send  a  check made  payable  to
"NFDS-Agent"  and a completed  and signed application form  to Value Line Funds,
c/o NFDS, P.O. Box 419729, Kansas  City, MO 64141-6729. Third party checks  will
not   be  accepted.  For  assistance  in  completing  the  application  and  for
information on pre-authorized telephone purchases, call Value Line Securities at
1-800-223-0818 during New York business hours. Upon receipt of the completed and
signed purchase application and a  check, National Financial Data Services  Inc.
("NFDS"),  the  Trust's  shareholder  servicing agent,  will  purchase  full and
fractional shares (to three decimal places) at the net asset value next computed
after the funds are  received and will confirm  the investment to the  investor.
Subsequent  investments may be  made by attaching a  check to the confirmation's
"next payment" stub, by telephone purchase  or by federal funds wire.  Investors
may  also arrange to purchase or redeem shares through broker-dealers other than
through Value  Line  Securities.  Such broker-dealers  may  charge  investors  a
reasonable service fee. Neither Value Line Securities nor the Trust receives any
part of such fees when charged (and which can be avoided by investing directly).
If  an order to  purchase shares is  cancelled due to  nonpayment or because the
investor's check does not clear, the purchaser will be responsible for any  loss
incurred  by the Trust or Value Line  Securities by reason of such cancellation.
If the purchaser is a shareholder,  Value Line Securities reserves the right  to
redeem  sufficient shares  from the shareholder's  account to  protect the Trust
against loss. The Trust may refuse any  order for the purchase of shares.  Share
certificates  will  not  be  issued unless  specifically  requested  in writing.
Minimum orders are $1,000 for an  initial purchase and $250 for each  subsequent
purchase.
    
 
    SHARES  OF THE TRUST ARE  NOT OFFERED FOR SALE  IN ALL STATES. CONSULT VALUE
LINE SECURITIES FOR INFORMATION.
 
    WIRE PURCHASE--$1,000 MINIMUM.   An investor  should call 1-800-243-2729  to
obtain  an  account number.  After receiving  an  account number,  instruct your
commercial bank to wire transfer "federal funds" via the Federal Reserve  System
as follows:
 
    State Street Bank and Trust Company, Boston, MA
 
    ABA #011000028
 
    Attn: Mutual Fund Division
    DDA #99049868
    Value Line New York Tax Exempt Trust
    A/C #________________________
    Shareholder's name and account information
    Tax ID #________________________
 
NOTE:    A  COMPLETED AND  SIGNED  APPLICATION  MUST BE  MAILED  IMMEDIATELY AND
RECEIVED BY NFDS BEFORE IT CAN HONOR ANY WITHDRAWAL OR EXCHANGE TRANSACTIONS.
 
    After your account has  been opened you may  wire additional investments  in
the same manner.
 
    For an initial investment made by federal funds wire purchase, the wire must
include  a valid social security number  or tax identification number. Investors
purchasing shares  in this  manner will  then  have 30  days after  purchase  to
provide the certification and signed account application. All payments should be
made  in U.S. dollars and to avoid fees and delays, should be drawn on only U.S.
banks. Until receipt of  the above, any distributions  from the account will  be
subject to 31% withholding.
 
                                       10
<PAGE>
    SUBSEQUENT  TELEPHONE  PURCHASES--$250  MINIMUM.    Upon  completion  of the
telephone  purchase   authorization   section  of   the   account   application,
shareholders  who own Trust shares with a current value of $500 or more may also
purchase additional shares in amounts of $250  or more up to twice the value  of
their shares by calling 1-800-243-2729 between 9:00 a.m. and 4:00 p.m., New York
time.  Such orders  will be  priced at the  closing net  asset value  on the day
received and payment will be due within  three business days. If payment is  not
received  within the required  time or a  purchaser's check does  not clear, the
order is subject to cancellation and  the purchaser will be responsible for  any
loss incurred by the Trust or Value Line Securities.
 
DIVIDENDS AND DISTRIBUTIONS
 
    Dividends  from net investment  income are declared  daily and paid monthly.
Net realized capital  gains, if any,  are distributed to  shareholders at  least
annually.  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.  Income dividends  and capital  gains
distributions  are automatically  reinvested in  additional shares  of the Trust
unless the shareholder has requested otherwise.
 
PERFORMANCE INFORMATION
 
    The Trust may  from time  to time  include information  regarding its  total
return  performance or  yield in advertisements  or in  information furnished to
existing or prospective shareholders. When information regarding total return is
furnished, it will be based upon changes in the Trust's net asset value and will
assume the reinvestment of all capital gains distributions and income dividends.
It will take  into account  nonrecurring charges, if  any, which  the Trust  may
incur but will not take into account income taxes due, if any, on non-tax-exempt
Trust distributions.
 
    The  table below illustrates  the total return performance  of the Trust for
the periods indicated by showing the  value of a hypothetical $1,000  investment
made at the beginning of each period. The information contained in the table has
been  computed  by  applying the  Trust's  average  annual total  return  to the
hypothetical $1,000 investment.  The table assumes  reinvestment of all  capital
gains  distributions and income dividends, but does not take into account income
taxes which may be payable on any taxable Trust distributions or dividends.
 
   
<TABLE>
<CAPTION>
                                                                                 AVERAGE
                                                                               ANNUAL TOTAL
                                                                                  RETURN
                                                                               ------------
<S>                                                                 <C>        <C>
For the year ended February 29, 1996..............................  $   1,100       10.00%
For the five years ended February 29, 1996........................  $   1,515        8.66%
From July 2, 1987 (commencement of operations) to February 29,
 1996.............................................................  $   1,917        7.79%
</TABLE>
    
 
    When information regarding  "yield" is furnished  it will refer  to the  net
investment  income per  share generated  by an  investment in  the Trust  over a
thirty-day period. This  income will  then be  annualized by  assuming that  the
amount  of income generated  by the investment during  that thirty-day period is
generated each 30 days over one year and assuming that the income is  reinvested
every six months.
 
    Comparative  performance  information  may  be used  from  time  to  time in
advertising the Trust's shares, including data from Lipper Analytical  Services,
Inc.  and other  industry or financial  publications. The Trust  may compare its
performance  to   that   of  other   mutual   funds  with   similar   investment
 
                                       11
<PAGE>
objectives  and to stock or other relevant  indices. From time to time, articles
about the Trust  regarding its  performance or  ranking may  appear in  national
publications  such as  KIPLINGER'S PERSONAL  FINANCE, MONEY  MAGAZINE, FINANCIAL
WORLD, MORNINGSTAR,  PERSONAL INVESTOR,  FORBES,  FORTUNE, BUSINESS  WEEK,  WALL
STREET   JOURNAL,  INVESTOR'S  BUSINESS  DAILY   and  BARRON'S.  Some  of  these
publications may publish  their own  rankings or performance  reviews of  mutual
funds,  including the Trust.  Reference to or  reprints of such  articles may be
used in the Trust's promotional literature.
 
    Investors should  note  that  the  investment  results  of  the  Trust  will
fluctuate  over time, and any presentation of the Trust's current yield or total
return for any period should  not be considered as  a representation of what  an
investment  may earn or what  an investor's total return or  yield may be in any
future period.
 
TAXES
 
    The Trust will advise shareholders annually  as to the federal and New  York
State  and New York City income tax status of income dividends and capital gains
distributions paid during the calendar year.
 
   
    FEDERAL INCOME TAX ASPECTS.  The Trust will distribute substantially all  of
its net investment income each year as dividends. The Trust intends to invest in
tax-exempt securities so that it will qualify to pay "exempt-interest dividends"
(as  defined in the Internal  Revenue Code of 1986,  as amended (the "Code")) to
shareholders. The Trust's dividends payable from net tax-exempt interest  earned
from  securities  will  qualify  as exempt-interest  dividends  if,  among other
things, at the close of each quarter of the taxable year of the Trust, at  least
50%  of the value of  the Trust's total assets  consists of securities which are
tax-exempt obligations of the states or their political subdivisions,  including
Puerto  Rico, Guam and the U.S. Virgin Islands. The exemption of such income for
federal income tax  purposes may  not necessarily result  in similar  exemptions
under  the laws  of a particular  state or local  taxing authority. Shareholders
should consult their own  tax advisers concerning the  federal, state and  local
tax status of distributions by the Trust.
    
 
   
    The   Trust  may  invest  in  some   securities  that  are  not  tax-exempt.
Distributions of net investment income from those investments are taxable to the
shareholder as  ordinary  income.  Additionally,  any  net  realized  short-term
capital gains distributed by the Trust are taxable as ordinary income. It is not
expected   that  any  of  the  Trust's   distributions  would  qualify  for  the
dividends-received deduction for corporate  shareholders. The percentage of  the
dividend   distributions  that  are  tax-exempt  is  applied  uniformly  to  all
distributions during the Trust's taxable year and thus is an annual average  for
the  Trust rather than a day-by-day  computation for each shareholder. Long-term
capital gains distributions, if  any, to shareholders  are taxable as  long-term
capital  gains without regard to the period of time the shareholder has held the
shares in  the Trust.  Any long-term  capital gains  distributions, as  well  as
distributions  of  non-tax-exempt  net investment  income  and  distributions of
short-term capital gains, are  taxable to the  shareholder, whether received  in
cash  or reinvested in  Trust shares. Additionally, if  a shareholder realizes a
loss on the sale or redemption of shares  held for six months or less, the  loss
to  the extent of exempt-interest dividends  received by the shareholder will be
disallowed. Furthermore, any such loss may be subject to additional restrictions
to the extent the  Trust's income is treated  as long-term capital gain.  During
its  fiscal year ended  February 29, 1996, the  Trust utilized prior fiscal-year
carryover losses of $882,100 to offset net realized gains during the year.
    
 
    Interest income derived from  specified "private activity" obligations  held
by the Trust, if any, may be subject to the federal alternative minimum tax. The
Trust will not treat interest income from these
 
                                       12
<PAGE>
securities  as  tax-exempt for  purposes of  measuring  compliance with  the 80%
fundamental investment policy  described above under  "Investment Objective  and
Policies".   To  the  extent  that  the   Trust  invests  in  these  securities,
shareholders, depending on their own tax  status, may be subject to  alternative
minimum  tax  on  that part  of  the  Trust's distributions  derived  from these
securities. (Consult your tax advisor for information on whether the alternative
minimum tax applies to you.) Also, dividends from the Trust may give rise to the
alternative minimum tax  for corporate shareholders  under the adjusted  current
earnings rules of the Code.
 
    Interest on indebtedness which is incurred or continued to purchase or carry
shares  of a mutual fund which  distributes exempt-interest dividends during the
year, such as the Trust, is not deductible for federal income tax purposes.
 
    Further, the Trust may not be an appropriate investment for persons who  are
"substantial  users" of facilities financed by industrial development bonds held
by the Trust or are "related persons" to such users; such persons should consult
their tax adviser before investing in the Trust.
 
    Under the Omnibus Budget Reconciliation Act of 1993, all or a portion of the
Trust's gain  from the  sale or  redemption of  tax-exempt obligations  acquired
after April 30, 1993 attributable to market discount will be treated as ordinary
income  rather than capital gain. This rule  may increase the amount of ordinary
income dividends received by shareholders.
 
    NEW YORK  STATE AND  LOCAL TAXES.   Exempt-interest  dividends derived  from
interest  on qualifying New  York tax-exempt securities will  be exempt from New
York State and New York City personal income taxes, but not corporate  franchise
taxes. Dividends and distributions derived from taxable income and capital gains
are  not  exempt  from New  York  State and  New  York City  taxes.  Interest on
indebtedness incurred or continued by a shareholder to purchase or carry  shares
of  the Trust is  not deductible for New  York State and  New York City personal
income tax purposes.  The Trust  will notify shareholders  annually stating  the
portion  of the  Trust's tax-exempt income  attributable to  New York tax-exempt
securities. The foregoing is  only a general summary  of certain New York  state
and  local  tax  considerations  generally  affecting  shareholders  and  is not
intended as a substitute for  careful tax planning. Shareholders should  consult
their own tax advisers regarding their own tax situations.
 
HOW TO REDEEM SHARES
 
   
    Shares  of the Trust may be redeemed at  any time at their current net asset
value next determined after NFDS receives a request in proper form. ALL REQUESTS
FOR REDEMPTION  SHOULD  BE  SENT TO  NFDS,  P.O.  BOX 419729,  KANSAS  CITY,  MO
64141-6729.  The value of shares of the Trust  on redemption may be more or less
than the shareholder's  cost, depending  upon the  market value  of the  Trust's
assets at the time. A shareholder holding certificates for shares must surrender
the  certificate  properly  endorsed  with  signature  guaranteed.  A  signature
guarantee may  be  executed by  any  "eligible" guarantor.  Eligible  guarantors
include  domestic banks, savings associations, credit  unions, member firms of a
national securities exchange, and  participants in the  New York Stock  Exchange
Medallion  Signature Program,  the Securities Transfer  Agents Medallion Program
("STAMP") and the Stock Exchanges Medallion  Program. A guarantee from a  notary
public  is not an acceptable source. The signature on any request for redemption
of shares  not  represented by  certificates,  or on  any  stock power  in  lieu
thereof,  must be similarly guaranteed. In each case the signature or signatures
must correspond to  the names  in which  the account  is registered.  Additional
documentation  may  be required  when shares  are  registered in  the name  of a
corporation, agent or  fiduciary. For  further information,  you should  contact
NFDS.
    
 
                                       13
<PAGE>
   
    The  Trust does  not make  a redemption  charge but  shares redeemed through
brokers or dealers may be subject to a service charge by such firms. A check  in
payment  of  redemption  proceeds will  be  mailed within  seven  days following
receipt of  all required  documents.  However, payment  may be  postponed  under
unusual circumstances such as when normal trading is not taking place on the New
York  Stock Exchange. In addition, shares purchased by check may not be redeemed
for up to 15 calendar days following the purchase date.
    
 
    If the Trustees determine that it is in the best interests of the Trust, the
Trust has the right to  redeem, upon prior written  notice, at net asset  value,
all shareholder accounts which, due to redemptions, fall below $500 in net asset
value.  In such event, an  investor will have 30 days  to increase the shares in
his account to the minimum level.
 
    BY TELEPHONE  OR  WIRE.    You  may  redeem  shares  by  telephone  or  wire
instructions  to NFDS by so indicating  on the initial application. Payment will
normally  be  transmitted  on  the  business  day  following  receipt  of   your
instructions  to the bank account at a member bank of the Federal Reserve System
you have  designated on  your  initial purchase  application. The  Fund  employs
reasonable procedures to confirm that instructions communicated by telephone are
genuine. These procedures include requiring some form of personal identification
prior  to acting upon instructions  received by telephone. The  Fund will not be
liable for following instructions communicated  by telephone that it  reasonably
believes  to be  genuine. Any  loss will  be borne  by the  investor. Heavy wire
traffic may delay the arrival of a  wire until after public hours at your  bank.
Telephone  or wire  redemptions must be  in amounts  of $1,000 or  more and your
instructions must  include your  name and  account number.  The number  to  call
before  the close of business on the  New York Stock Exchange is 1-800-243-2729.
Procedures for redeeming Fund shares by telephone may be modified or  terminated
without notice at any time by the Trust.
 
    BY  CHECK.  You may elect this method  of redemption by so indicating on the
initial application and you will be provided  a supply of checks by NFDS.  These
checks  may be made payable to the order of  any person in any amount of $500 or
more. When  your  check  is presented  for  payment,  the Trust  will  redeem  a
sufficient  number of full  and fractional shares  in your account  to cover the
amount of the check. Dividends  will be earned by  the shareholder on the  check
proceeds  until  it  clears.  Checks  will  be  returned  unpaid  if  there  are
insufficient shares to meet the withdrawal amount. Potential fluctuations in the
net asset value of  the Trust's shares should  be considered in determining  the
amount of the check.
 
    This  method of redemption requires that your  shares must remain in an open
account and that no  share certificates are issued  and outstanding. You  cannot
close  your account through the issuance of a check because the exact balance at
the time your check clears will not be known when you write the check.
 
    If you use  this privilege you  will be  required to sign  a signature  card
which  will  subject you  to State  Street  Bank and  Trust Company's  rules and
regulations governing checking accounts. The  authorization form which you  must
sign  also contains a provision relieving the  bank, NFDS, the Trust, Value Line
Securities and  the Adviser  from liability  for  loss, if  any, which  you  may
sustain  arising out  of a non-genuine  instruction pursuant  to this redemption
feature. Any additional  documentation required to  assure a genuine  redemption
must  be  maintained  on  file  with  NFDS in  such  a  current  status  as NFDS
 
                                       14
<PAGE>
may deem necessary. A new form properly signed and with the signature guaranteed
as described  above must  be received  and accepted  by NFDS  before  authorized
redemption instructions already on file with NFDS can be changed.
 
    An  additional  supply  of  checks will  be  furnished  upon  request. There
presently is no charge to the  shareholder for these checks or their  clearance.
However,  the Trust and NFDS reserve the right to make reasonable charges and to
terminate or modify any or all of the services in connection with this privilege
at any time and  without prior notice.  NFDS will impose a  $5 fee for  stopping
payment  of a check upon your  request or if NFDS cannot  honor the check due to
insufficient funds or other valid reasons.
 
   
    IMPORTANT: Shares purchased by check may not be redeemed until the Trust  is
reasonably  assured of  the final  collection of  the purchase  check, currently
determined to be up to 15 calendar days.
    
 
INVESTOR SERVICES
 
   
    VALU-MATIC-REGISTERED TRADEMARK-.   The Fund  offers a free  service to  its
shareholders,    Valu-Matic-Registered   Trademark-,   through   which   monthly
investments of $25 or more may be made automatically into the shareholder's Fund
account. The shareholder  authorizes the  Fund to debit  the shareholder's  bank
account  monthly for the purchase of Fund shares  on or about the 3rd or 18th of
each month.  Further information  regarding this  service can  be obtained  from
Value Line Securities by calling 1-800-223-0818.
    
 
   
    EXCHANGE  OF SHARES.  Shares of the Trust may be exchanged for shares of the
other Value Line  funds on the  basis of  the respective net  asset values  next
computed after receipt of the exchange order. No telephone exchanges can be made
for  less than $1,000. If shares of the  Trust are being exchanged for shares of
The Value Line Cash Fund, Inc. or  The Value Line Tax Exempt Fund--Money  Market
Portfolio  and the shares (including shares in accounts under the control of one
investment adviser) have a value in excess of $500,000, then, at the  discretion
of  the Adviser,  the shares to  be purchased  will be purchased  at the closing
price on the  third business day  following the redemption  of the shares  being
exchanged  to allow the Fund to  utilize normal securities settlement procedures
in transferring the proceeds of the redemption.
    
 
    The exchange privilege may  be exercised only if  the shares to be  acquired
may  be sold in  the investor's State.  Prospectuses for the  other funds may be
obtained from Value Line Securities,  Inc. by calling 1-800-223-0818. Each  such
exchange  involves a redemption and a  purchase for tax purposes. Broker-dealers
are not prohibited from charging a commission for handling the exchange of Trust
shares. Such a  commission can be  avoided, however, by  sending the request  in
proper  form to  NFDS. The  Trust reserves the  right to  terminate the exchange
privilege of any account making more  than eight exchanges a year. (An  exchange
out  of The Value Line Cash Fund, Inc.  or The Value Line Tax Exempt Fund--Money
Market Portfolio is not counted for this purpose.) The exchange privilege may be
modified or  terminated  at any  time,  and any  of  the Value  Line  funds  may
discontinue  offering its shares generally, or  in any particular State, without
prior notice. To make an exchange, call 1-800-243-2729. Although it has not been
a problem in the  past, shareholders should be  aware that a telephone  exchange
may be difficult during periods of major economic or market changes.
 
    SYSTEMATIC  CASH WITHDRAWAL PLAN.  A  shareholder who has invested a minimum
of $5,000 in the Trust, or whose shares have attained that value, may request  a
transfer  of his shares to a Value Line Systematic Cash Withdrawal Account which
NFDS will maintain in his name on the Trust's books.
 
                                       15
<PAGE>
Under the  Systematic Cash  Withdrawal Plan  (the "Plan")  the shareholder  will
request that NFDS, acting as his agent, redeem monthly or quarterly a sufficient
number of shares to provide for payment to him, or someone he designates, of any
specified dollar amount (minimum $25).
 
    All  certificated  shares  must be  placed  on  deposit under  the  Plan and
dividends and capital gains distributions, if any, are automatically  reinvested
at net asset value. The Plan will automatically terminate when all shares in the
account  have been redeemed. The shareholder may at any time terminate the Plan,
change the amount of the regular payment, or request liquidation of the  balance
of  his account on written  notice to NFDS. The Trust  may terminate the Plan at
any time on written notice to the shareholder.
 
ADDITIONAL INFORMATION
 
    The Trust  is an  open-end,  non-diversified management  investment  company
established under the laws of The Commonwealth of Massachusetts by a Declaration
of  Trust dated February  12, 1987. The  Trust may issue  an unlimited number of
shares of beneficial  interest, $.01 par  value. Each share  has one vote,  with
fractional  shares voting  proportionately. Shares are  freely transferable, are
entitled to  dividends as  declared by  the  Trustees, and,  if the  Trust  were
liquidated, would receive the net assets of the Trust.
 
    The Trustees have the authority to issue two or more series of shares and to
designate  the relative rights and preferences  as between the different series,
although they have not exercised that authority.
 
    INQUIRIES.  All  inquiries regarding  the Trust  should be  directed to  the
Trust  at the telephone numbers  or address set forth on  the cover page of this
Prospectus. Shareholder inquiries regarding their accounts and account  balances
should  be directed to  National Financial Data  Services, Inc., servicing agent
for State Street Bank and Trust Company, the Fund's transfer agent. Shareholders
should note that they may be required to pay a fee for special requests such  as
historical  transcripts of an account. Our Info-Line provides the latest account
information 24 hours  a day, and  is available to  shareholders with  pushbutton
phones. The Info-Line toll-free number is 1-800-243-2739.
 
    WITHHOLDING.    Mutual  funds  are  required  to  withhold  31%  of  taxable
dividends, distributions of  capital gains and  redemption proceeds in  accounts
without  a valid social security or  tax identification number. You must provide
this information when you complete the Trust's application and certify that  you
are not currently subject to back-up withholding. The Fund reserves the right to
close  by redemption  accounts for  which the  holder fails  to provide  a valid
social security or tax identification number.
 
                                       16
<PAGE>
   
                         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 FUNDseeks 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 of
its net  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, low-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.
   
1992--VALUE  LINE INTERMEDIATE  BOND FUND  seeks high  current income consistent
with low volatility  of principal  by investing  in a  diversified portfolio  of
investment-grade  debt  securities  with  a  dollar-weighted  average  portfolio
maturity of between three and ten years.
    
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  E. 42ND STREET,  NEW YORK, NEW  YORK 10017-5891 OR  CALL 1-800-223-0818, 24
HOURS A DAY, 7 DAYS A WEEK.  READ THE PROSPECTUS CAREFULLY BEFORE YOU INVEST  OR
SEND MONEY.
 
                                       17
<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
 
SHAREHOLDER SERVICING AGENT
State Street Bank and Trust Company
c/o NFDS
P.O. Box 419729
Kansas City, MO 64141-6729
 
CUSTODIAN & TRANSFER AGENT
State Street Bank and Trust Company
225 Franklin Street
Boston, MA 02110
 
INDEPENDENT ACCOUNTANTS
Price Waterhouse LLP
1177 Avenue of the Americas
New York, NY 10036
 
LEGAL COUNSEL
Peter D. Lowenstein, Esq.
Two Greenwich Plaza, Suite 100
Greenwich, CT 06830
                                   ----------
 
                               TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
                                                    PAGE
                                                    -----
<S>                                              <C>
Summary of Trust Expenses......................           2
Financial Highlights...........................           2
Investment Objective and Policies..............           4
Investment Restrictions........................           8
Management of the Trust........................           9
Calculation of Net Asset Value.................           9
How to Buy Shares..............................          10
Dividends and Distributions....................          11
Performance Information........................          11
Taxes..........................................          12
How to Redeem Shares...........................          13
Investor Services..............................          15
Additional Information.........................          16
</TABLE>
 
- -------------------------------------------
                                   PROSPECTUS
- -------------------
 
   
                                  July 1, 1996
    
 
                                   Value Line
                                    New York
                                   Tax Exempt
                                     Trust
 
                                 (800) 223-0818
 
                                     [LOGO]
<PAGE>
                      VALUE LINE NEW YORK TAX EXEMPT TRUST
 
              220 East 42nd Street, New York, New York 10017-5891
                        1-800-223-0818 or 1-800-243-2729
 
- --------------------------------------------------------------------------------
 
   
                      STATEMENT OF ADDITIONAL INFORMATION
                                  JULY 1, 1996
    
- --------------------------------------------------------------------------------
 
   
    This  Statement of  Additional Information is  not a prospectus  and must be
read in conjunction with the Prospectus of Value Line New York Tax Exempt  Trust
(the "Trust") dated July 1, 1996, a copy of which may be obtained without charge
by writing or telephoning the Trust.
    
 
                                 --------------
 
                               TABLE OF CONTENTS
 
   
<TABLE>
<CAPTION>
                                                                                         PAGE
                                                                                       ---------
<S>                                                                                    <C>
Investment Objective and Policies....................................................       B-1
Special Considerations Relating to New York Municipal Securities.....................       B-5
Investment Restrictions..............................................................       B-16
Trustees and Officers................................................................       B-17
The Adviser..........................................................................       B-19
Portfolio Transactions...............................................................       B-20
How to Buy Shares....................................................................       B-21
Suspension of Redemptions............................................................       B-21
Taxes................................................................................       B-21
Performance Data.....................................................................       B-23
Additional Information...............................................................       B-25
Financial Statements.................................................................       B-25
Security Ratings.....................................................................       B-26
</TABLE>
    
 
                                 --------------
 
                       INVESTMENT OBJECTIVE AND POLICIES
    (SEE ALSO "INVESTMENT OBJECTIVE AND POLICIES" IN THE TRUST'S PROSPECTUS)
 
    The  Trust  is a  no-load,  non-diversified, open-end  management investment
company. Its investment  objective is  to provide  New York  taxpayers with  the
maximum income exempt from New York
 
                                      B-1
<PAGE>
State, New York City and federal personal income taxes while avoiding undue risk
to  principal. Under  normal conditions the  Trust's assets will  be invested so
that at least 80%  of the annual income  of the Trust will  be exempt from  both
federal  income tax and  New York State  and City personal  income taxes, except
during times of adverse market conditions.
 
    TAX-EXEMPT  SECURITIES.     Tax-exempt   securities  are   debt  issues   of
governmental  bodies, other than the U.S.  government, within the United States,
including securities  issued  by  or  on  behalf  of  states,  territories,  and
possessions  of the United States, by the District of Columbia, and by political
subdivisions and  their duly  constituted  agencies and  instrumentalities.  The
interest  on  these issues  generally is  not includable  in "gross  income" for
federal  income  tax  purposes,  subject,   however,  to  many  exceptions   and
limitations. The purpose of these issues is to obtain funds for public purposes,
including the construction, repair, or improvement of various public facilities,
such  as airports, bridges, highways, housing, hospitals, mass transit, schools,
streets, waterworks and sewage systems.
 
    The  two  principal  classifications   of  tax-exempt  bonds  are   "general
obligation"  and "revenue"  bonds. GENERAL OBLIGATION  bonds are  secured by the
issuer's pledge of  its full faith,  credit and,  if any, taxing  power for  the
payment  of  interest and  principal. REVENUE  bonds are  payable only  from the
revenues derived from a particular facility  or class of facilities or, in  some
cases, from the revenues from a special excise tax or other specific source, but
not  from general  tax revenues.  Revenue bonds  include industrial  revenue and
health care bonds  that are  not secured  by the credit  of the  issuer but  are
payable  solely from payments received by the  issuer from a private entity that
operates a facility  that was financed  by the  funds from the  bond issue.  The
obligations  of such a private  entity are secured in some  cases by the real or
personal property so financed or by bond insurance or a letter of credit  issued
by  a bank. There are  also a variety of hybrid  and special types of tax-exempt
securities that  have characteristics  of both  general obligation  and  revenue
bonds.
 
    Tax-exempt notes are short-term obligations issued to obtain temporary funds
for  states, cities, counties, and municipal  agencies. These notes include tax,
revenue and  bond anticipation  notes  that provide  temporary funds  until  the
anticipated taxes, revenues, or bond proceeds, respectively, are received by the
issuer.  Other tax-exempt notes  include construction loan  notes and short-term
discount notes.  Certain project  notes,  issued by  a  state or  local  housing
authority,  are  secured by  the full  faith  and credit  of the  United States.
Tax-exempt commercial paper consists of very short-term negotiable notes,  which
provide  seasonal working capital  needs or interim  construction financing. The
commercial paper and tax and revenue anticipation notes are payable from general
revenues, or may be refinanced with long-term debt.
 
    Legislation to restrict or  eliminate the federal  income tax exemption  for
interest  on municipal securities has, from time to time, been introduced before
Congress. If  such  a  proposal  were enacted,  the  availability  of  municipal
securities  for investment  by the  Trust could  be adversely  affected. In such
event, the Trust would re-evaluate its investment objective and submit  possible
changes in the structure of the Trust for the consideration of the shareholders.
 
    REPURCHASE  AGREEMENTS.   The Trust  may invest  temporary cash  balances in
repurchase agreements in  an amount  not to  exceed 5%  of its  total assets.  A
repurchase  agreement  involves a  sale  of securities  to  the Trust,  with the
concurrent  agreement   of  the   seller   (a  member   bank  of   the   Federal
 
                                      B-2
<PAGE>
Reserve  System  or  a  securities  dealer  which  the  Adviser  believes  to be
financially sound) to repurchase the securities at the same price plus an amount
equal to an  agreed-upon interest rate,  within a specified  time, usually  less
than  one week, but, on  occasion, at a later time.  The Trust will make payment
for such  securities  only upon  physical  delivery or  evidence  of  book-entry
transfer  to the  account of  the custodian or  a bank  acting as  agent for the
Trust. Repurchase agreements may also be viewed as loans made by the Trust which
are collateralized by  the securities subject  to repurchase. The  value of  the
underlying securities will be at least equal at all times to the total amount of
the  repurchase obligation,  including the  interest factor.  In the  event of a
bankruptcy or other  default of a  seller of a  repurchase agreement, the  Trust
could  experience both delays in liquidating the underlying security and losses,
including: (a) possible decline in the  value of the underlying security  during
the  period while the  Trust seeks to  enforce its rights  thereto; (b) possible
subnormal levels of income and lack of access to income during this period;  and
(c) expenses of enforcing its rights. The Trust has a fundamental policy that it
will  not enter  into repurchase agreements  which will not  mature within seven
days if any such investment,  together with all other  assets held by the  Trust
which are not readily marketable (including private placements), amounts to more
than  10% of its  total assets. It  is expected that  repurchase agreements will
give rise to income which will not qualify as tax-exempt income when distributed
by the Trust. The  Trustees monitor the creditworthiness  of parties with  which
the Trust enters into repurchase agreements.
 
    While  the Trust has no plans to do so during the current year, it may enter
into reverse repurchase agreements, which involve the sale of securities held by
the Trust  with an  agreement to  repurchase the  securities at  an  agreed-upon
price, date and interest payment.
 
    OPTIONS.   The Trust may purchase or sell (write) options on debt securities
as a means of achieving  additional return or hedging  the value of the  Trust's
portfolio.  The  Trust  will  only buy  options  listed  on  national securities
exchanges. The Trust will  not purchase options if,  as a result, the  aggregate
cost of all outstanding options exceeds 5% of the Trust's total assets.
 
    Presently  there are no options on  New York tax-exempt securities traded on
national securities exchanges and until such time as they become available,  the
Trust will not invest in options on debt securities.
 
    A call option is a contract that gives the holder of the option the right to
buy  from the writer  of the call  option, in return  for a premium  paid by the
holder to the writer, the security underlying the option at a specified exercise
price at any time during the term of  the option. The writer of the call  option
has  the  obligation  upon exercise  of  the  option to  deliver  the underlying
security upon payment  of the  exercise price during  the option  period. A  put
option  is a contract that gives  the holder of the option  the right to sell to
the writer,  in return  for a  premium paid  by the  holder to  the writer,  the
underlying  security at  a specified  price during the  term of  the option. The
writer of  the  put has  the  obligation to  buy  the underlying  security  upon
exercise,  at the exercise  price during the option  period. The Trust generally
would write  call options  only  in circumstances  where  the Adviser  does  not
anticipate  significant  appreciation of  the  underlying security  in  the near
future or has otherwise determined to dispose of the security.
 
    The Trust will  only write  covered call or  covered put  options listed  on
national  securities exchanges.  The Trust may  not write covered  options in an
amount exceeding  20%  of the  value  of its  total  assets. A  call  option  is
"covered"  if the Trust owns the underlying  security subject to the call option
or
 
                                      B-3
<PAGE>
has an absolute and immediate right to acquire that security or futures contract
without additional cash consideration (or for additional cash consideration held
in a segregated account by its  custodian) upon conversion or exchange of  other
securities  held in its  portfolio. A call  option is also  covered if the Trust
holds a call on the same security or futures contract as the call written  where
the  exercise price of the call  held is (i) equal to  or less than the exercise
price of the call written  or (ii) greater than the  exercise price of the  call
written  if the difference is maintained by the Trust in cash, Treasury bills or
other high  grade  short-term  obligations  in a  segregated  account  with  its
custodian. A put option is "covered" if the Trust maintains cash, Treasury bills
or  other high-grade, short-term obligations with  a value equal to the exercise
price in a segregated  account with its  custodian, or else holds  a put on  the
same security or futures contract as the put written where the exercise price of
the put held is equal to or greater than the exercise price of the put written.
 
    If  the Trust  has written  an option,  it may  terminate its  obligation by
effecting a closing purchase transaction. This is accomplished by purchasing  an
option  of the same series  as the option previously  written. However, once the
Trust has been assigned an exercise notice, the Trust will be unable to effect a
closing purchase transaction. Similarly, if the Trust is the holder of an option
it may liquidate its position by  effecting a closing sale transaction. This  is
accomplished  by selling an option  of the same series  as the option previously
purchased. There can  be no  assurance that either  a closing  purchase or  sale
transaction can be effected when the Trust so desires.
 
    The  Trust will realize a profit from  a closing transaction if the price of
the transaction is less than the premium received from writing the option or  is
more than the premium paid to purchase the option; the Trust will realize a loss
from  a closing  transaction if the  price of  the transaction is  more than the
premium received from writing  the option or  is less than  the premium paid  to
purchase the option. Since call option prices generally reflect increases in the
price  of the underlying security,  any loss resulting from  the repurchase of a
call option may also be wholly or partially offset by unrealized appreciation of
the underlying security. Other principal factors affecting the market value of a
put or a  call option  include supply and  demand, interest  rates, the  current
market  price  and price  volatility  of the  underlying  security and  the time
remaining until the expiration date.
 
    An option position may be  closed out only on  an exchange which provides  a
secondary  market for  an option  of the  same series.  Although the  Trust will
generally purchase or write only those options for which there appears to be  an
active secondary market, there is no assurance that a liquid secondary market on
an  exchange will exist for any particular option. In such event it might not be
possible to effect closing transactions in particular options, so that the Trust
would have to  exercise its options  in order  to realize any  profit and  would
incur  brokerage  commissions upon  the exercise  of call  options and  upon the
subsequent disposition of underlying securities for the exercise of put options.
If the Trust  as a  covered call  option writer is  unable to  effect a  closing
purchase  transaction in  a secondary market,  it will  not be able  to sell the
underlying security  until the  option  expires or  it delivers  the  underlying
security upon exercise.
 
INVESTMENT RISKS OF HIGH YIELDING SECURITIES.
 
    The  Trust may  invest up to  30% of its  assets in  bonds rated Ba  or B by
Moody's Investors Services or BB or B by Standard & Poors. These  high-yielding,
lower-rated  securities,  have certain  speculative characteristics  and involve
greater investment risk,  including the  possibility of  default or  bankruptcy,
than is the case with higher-rated securities.
 
                                      B-4
<PAGE>
    Since  investors generally perceive that  there are greater risks associated
with the lower-rated securities of the type  in which the Trust may invest,  the
yields  and prices of such  securities may tend to  fluctuate more than those of
higher-rated securities.  In  the lower  quality  segments of  the  fixed-income
securities  market, changes in perceptions  of issuers' creditworthiness tend to
occur more frequently and in a more pronounced manner than do changes in  higher
quality  segments of  the fixed-income  securities market,  resulting in greater
yield and  price volatility.  Another factor  which causes  fluctuations in  the
prices  of fixed-income securities is the  supply and demand for similarly rated
securities. In addition, though prices  of fixed-income securities fluctuate  in
response  to the general level of interest rates, the prices of high yield bonds
have been found to be less sensitive to interest rate changes than  higher-rated
instruments,  but  more  sensitive  to adverse  economic  changes  or individual
developments. Fluctuations in the prices  of portfolio securities subsequent  to
their  acquisition will not affect cash income  from such securities but will be
reflected in the Trust's net  asset value. Lower-rated and comparable  non-rated
securities  tend to  offer higher yields  than higher-rated  securities with the
same maturities because the  historical financial conditions  of the issuers  of
such  securities may  not have been  as strong  as that of  other issuers. Since
lower-rated securities generally  involve greater  risks of loss  of income  and
principal  than higher-rated securities, investors should consider carefully the
relative risks  associated  with investments  in  securities which  carry  lower
ratings and in comparable non-rated securities.
 
    An  additional risk  of high yield  securities is the  limited liquidity and
secondary market  support  and thus  the  absence of  readily  available  market
quotations. As a result, the responsibility of the Trust's Trustees to value the
securities becomes more difficult and judgment plays a greater role in valuation
because there is less reliable, objective data available.
 
   
        SPECIAL CONSIDERATIONS RELATING TO NEW YORK MUNICIPAL SECURITIES
    
 
   
    Some  of the  significant financial  considerations relating  to the Trust's
investment in New York municipal  securities are summarized below. This  summary
information  is not  intended to  be a  complete description  and is principally
derived from  official  statements relating  to  issues of  New  York  municipal
securities that were available prior to the date of this Statement of Additional
Information. The accuracy and completeness of the information contained in those
official statements have not been independently verified.
    
 
   
    STATE  ECONOMY.  New York is the third most populous state in the nation and
has a relatively high level of  personal wealth. The State's economy is  diverse
with   a  comparatively  large   share  of  the   nation's  finance,  insurance,
transportation, communications and services employment,  and a very small  share
of  the  nation's  farming  and  mining  activity.  The  State  has  a declining
proportion  of  its  workforce  engaged  in  manufacturing,  and  an  increasing
proportion  engaged in service industries. New  York City (the "City"), which is
the most populous city in the State and nation and is the center of the nation's
largest  metropolitan  area,  accounts  for  a  large  portion  of  the  State's
population and personal income.
    
 
   
    The  State has historically been one of the wealthiest states in the nation.
For decades, however,  the State  has grown  more slowly  than the  nation as  a
whole, gradually eroding its relative economic position.
    
 
                                      B-5
<PAGE>
   
    There  can  be  no assurance  that  the  State economy  will  not experience
worse-than-predicted results  in the  1996-97  fiscal year,  with  corresponding
material  and  adverse  effects  on  the  State's  projections  of  receipts and
disbursements.
    
 
   
    The unemployment rate  in the State  dipped below the  national rate in  the
second half of 1981 and remained lower until 1991. It stood at 6.9% in 1994. The
total  employment growth rate in  the State has been  below the national average
since 1984 and is expected to slow to  less than 0.5% in 1995. State per  capita
personal  income remains above the national average. State per capita income for
1994 was estimated at $25,999, which was 19.2% above the 1994 estimated national
average of $21,809. During the recent  past, total personal income in the  State
rose slightly faster than the national average only in 1986 through 1989.
    
 
   
    STATE BUDGET.  The State Constitution requires the governor (the "Governor")
to  submit to  the State  legislature (the  "Legislature") a  balanced executive
budget which contains  a complete plan  of expenditures for  the ensuing  fiscal
year and all moneys and revenues estimated to be available therefor, accompanied
by  bills containing all proposed appropriations or reappropriations and any new
or modified revenue  measures to  be enacted  in connection  with the  executive
budget.  The entire plan constitutes the  proposed State financial plan for that
fiscal year. The  Governor is required  to submit to  the Legislature  quarterly
budget  updates which include a revised  cash-basis state financial plan, and an
explanation of any changes from the previous state financial plan.
    
 
   
    The  State's  budget  for  the  1995-96  fiscal  year  was  enacted  by  the
Legislature  on June 7, 1995, more than two months after the start of the fiscal
year. Prior to adoption  of the budget,  the Legislature enacted  appropriations
for  disbursements considered  to be  necessary for  State operations  and other
purposes, including all  necessary appropriations  for debt  service. The  State
financial  plan for the 1995-96 fiscal year  was formulated on June 20, 1995 and
was based upon the State's budget as enacted by the Legislature and signed  into
law by the Governor (the "1995-96 State Financial Plan").
    
 
   
    The  1995-96  State  Financial Plan  was  the  first to  be  enacted  in the
administration of the Governor. It was the  first budget in over half a  century
which  proposed and, as enacted, projected an absolute year-over-year decline in
disbursements in  the  General  Fund,  the  State's  principal  operating  fund.
Spending  for State operations was projected to drop even more sharply, by 4.6%.
Nominal spending from all State  spending sources (I.E., excluding Federal  aid)
was proposed to increase by only 2.5% from the prior fiscal year, in contrast to
the prior decade when such spending growth averaged more than 6.0% annually.
    
 
   
    The  Governor presented his  1996-97 Executive Budget  to the Legislature on
December 15, 1995, and subsequently amended  it. There can be no assurance  that
the Legislature will enact the Executive Budget into law or that the projections
set  forth in the Executive Budget will not differ materially and adversely from
actual results.
    
 
   
    The Governor's Executive  Budget projected balance  on a cash  basis in  the
General  Fund. It reflected a continuing strategy of substantially reduced State
spending,  including  program  restructurings,  reductions  in  social   welfare
spending,  and efficiency and productivity  initiatives. The 1996-1997 Executive
Budget proposed $3.9 billion in actions  to balance the 1996-97 State  Financial
Plan. The Executive Budget proposed to close this gap primarily through a series
of  spending  reductions and  cost  containment measures.  The  Executive Budget
projected (i)  over $1.8  billion in  savings from  cost containment  and  other
actions  in  social welfare  programs, including  Medicaid, welfare  and various
    
 
                                      B-6
<PAGE>
   
health and mental health programs; (ii)  $1.3 billion in savings from a  reduced
State  General Fund share of Medicaid made available from anticipated changes in
the Medicaid program, including  an increase in the  Federal share of  Medicaid;
(iii)  over  $450  million  in  savings  from  reforms  and  cost  avoidance  in
educational  services  (including  school  aid  and  higher  education),   while
providing  fiscal  relief  from  certain  State  mandates  that  increase  local
spending; and (iv) $350 million in  savings from efficiencies and reductions  in
other State programs. The State has noted that there is considerable uncertainty
as  to the ultimate  composition of the  Federal budget, including uncertainties
regarding major Federal entitlement reforms.
    
 
   
    The State Division of the Budget  has noted that the economic and  financial
condition  of the State  may be affected by  various financial, social, economic
and political factors. Those factors can  be very complex, can vary from  fiscal
year  to fiscal year, and are frequently the result of actions taken not only by
the State but also by entities, such as the Federal government, that are outside
the State's control. Because of the uncertainty and unpredictability of  changes
in  these  factors, their  impact cannot  be fully  included in  the assumptions
underlying the State's  projections. There can  be no assurance  that the  State
economy  will  not  experience  results  that  are  worse  than  predicted, with
corresponding material and adverse effects on the State's financial projections.
    
 
   
    To make  progress  toward  addressing recurring  budgetary  imbalances,  the
1996-97  Executive  Budget  proposed  significant  actions  to  align  recurring
receipts and disbursements  in future  fiscal years.  However, there  can be  no
assurance  that the Legislature will enact  the Governor's proposals or that the
State's actions will  be sufficient to  preserve budgetary balance  or to  align
recurring  receipts  and  disbursements  in  future  fiscal  years.  The 1996-97
Executive Budget  included actions  that will  have an  impact on  receipts  and
disbursements  in  future  fiscal years.  The  net  impact of  these  actions is
expected to produce  a potential imbalance  in the 1997-98  fiscal year of  $1.4
billion  and in the 1998-99 fiscal year of $2.5 billion, assuming implementation
of the  1996-97  Executive  Budget  recommendations. It  is  expected  that  the
Governor   will  propose  to  close  these  budget  gaps  with  future  spending
reductions.
    
 
   
    Uncertainties with regard to both the economy and potential decisions at the
Federal level add further pressure on  future budget balance in New York  State.
For  example, various  proposals relating to  Federal tax  and spending policies
could, if enacted, have a significant impact on the State's financial  condition
in  the current  and future fiscal  years. Specifically, the  assumption of $1.3
billion in savings in the State fiscal year 1996-97 from a reduced State General
Fund share  of  Medicaid  is  contingent upon  anticipated  changes  to  Federal
provisions, including an increase in the Federal share of Medicaid from 50 to 60
percent. Other budget and tax proposals under consideration at the Federal level
but  not included  in the State's  1996-97 Executive Budget  forecast could also
have a disproportionately  negative impact  on the longer-term  outlook for  the
State's  economy as compared to other states.  A significant risk to the State's
projections arises from tax legislation under consideration by Congress and  the
President.  Congressionally adopted retroactive changes to Federal tax treatment
of capital gains would flow through  automatically to the State personal  income
tax.  Such changes, if  ultimately enacted, could produce  revenue losses in the
1996-1997 fiscal year. In addition,  changes in Federal aid programs,  currently
pending  in Congress, could result in  prolonged interruptions in the receipt of
Federal grants.
    
 
   
    On  March  15,  1996,  the  Governor  announced  that  additional  projected
resources  had been identified for the State fiscal year 1996-97, which could be
used for additional program needs if the
    
 
                                      B-7
<PAGE>
   
Federal government enacts  welfare and Medicaid  reform in the  near future,  or
which could be used as part of a contingency plan, if such reform is not enacted
in  the State fiscal  year 1996-97, to  offset the loss  of welfare and Medicaid
reform benefits to the State assumed in the 1996-97 Executive Budget.
    
 
   
    In the State's  1996 fiscal  year and in  certain recent  fiscal years,  the
State  has failed to enact a budget prior to the beginning of the State's fiscal
year. The State budget for the 1997 fiscal year was not adopted by the statutory
deadline of April 1, 1996.
    
 
   
    The projections and  assumptions contained in  the 1996-97 Executive  Budget
are  subject to revision which may  involve substantial change, and no assurance
can be given that these estimates and projections will be realized.
    
 
   
    RECENT FINANCIAL RESULTS.  The General Fund is the principal operating  fund
of the State and is used to account for all financial transactions, except those
required to be accounted for in another fund. It is the State's largest fund and
receives  almost all State taxes and other resources not dedicated to particular
purposes.
    
 
   
    The State reported a  General Fund operating deficit  of $1.426 billion  for
the 1994-95 fiscal year, as compared to an operating surplus of $914 million for
the  prior fiscal year.  The 1994-95 fiscal  year deficit was  caused by several
factors, including the use of $1.026  billion of the 1993-94 cash-based  surplus
to  fund operating expenses in 1994-95 and the adoption of changes in accounting
methodologies by  the  State  Comptroller.  These factors  were  offset  by  net
proceeds  of $315  million in  bonds issued  by the  Local Government Assistance
Corporation.
    
 
   
    On April 3, 1996, the State announced that the General Fund for the  State's
1996  fiscal year is expected to be balanced  on a cash basis, with an operating
surplus of $445 million.
    
 
   
    Total revenues for 1994-95 were $31.455 billion. Revenues decreased by  $173
million  over the prior fiscal year, a  decrease of less than one percent. Total
expenditures for 1994-95 totaled $33.079 billion, an increase of $2.083 billion,
or 6.7 percent over the prior fiscal year.
    
 
   
    The State's  financial position  on a  GAAP (generally  accepted  accounting
principles)  basis as  of March  31, 1995 showed  an accumulated  deficit in its
combined governmental funds of $1.666 billion, reflecting liabilities of $14.778
billion and assets of $13.112 billion.
    
 
   
    DEBT LIMITS AND OUTSTANDING DEBT.   There are a  number of methods by  which
the  State of New York  may incur debt. Under  the State Constitution, the State
may not, with  limited exceptions for  emergencies, undertake long-term  general
obligation  borrowing  (I.E.,  borrowing  for more  than  one  year)  unless the
borrowing is authorized in a specific amount for a single work or purpose by the
Legislature and approved by the voters. There is no limitation on the amount  of
long-term  general obligation  debt that may  be so  authorized and subsequently
incurred by the State.
    
 
   
    The State may undertake short-term borrowings without voter approval (i)  in
anticipation  of the receipt of  taxes and revenues, by  issuing tax and revenue
anticipation notes, and (ii) in anticipation of the receipt of proceeds from the
sale of duly authorized but unissued  general obligation bonds, by issuing  bond
anticipation  notes.  The State  may also,  pursuant to  specific constitutional
authorization, directly guarantee certain obligations of the State of New York's
authorities and public  benefit corporations ("Authorities").  Payments of  debt
service on New York State general obligation and New York State-guaranteed bonds
and notes are legally enforceable obligations of the State of New York.
    
 
                                      B-8
<PAGE>
   
    The  State employs additional long-term financing mechanisms, lease-purchase
and contractual-obligation  financings,  which  involve  obligations  of  public
authorities  or  municipalities that  are  State-supported but  are  not general
obligations of the  State. Under  these financing  arrangements, certain  public
authorities   and  municipalities   have  issued  obligations   to  finance  the
construction  and   rehabilitation  of   facilities  or   the  acquisition   and
rehabilitation  of equipment, and expect to meet their debt service requirements
through the receipt of rental or  other contractual payments made by the  State.
Although  these financing  arrangements involve  a contractual  agreement by the
State to make payments to a public authority, municipality or other entity,  the
State's  obligation to make such payments is generally expressly made subject to
appropriation by the  Legislature and the  actual availability of  money to  the
State   for  making   the  payments.   The  State   has  also   entered  into  a
contractual-obligation  financing   arrangement   with  the   Local   Government
Assistance  Corporation ("LGAC") in  an effort to restructure  the way the State
makes certain local aid payments.
    
 
   
    In 1990, as part of a  State fiscal reform program, legislation was  enacted
creating  LGAC,  a  public  benefit  corporation  empowered  to  issue long-term
obligations to fund certain payments  to local governments traditionally  funded
through  New York State's  annual seasonal borrowing.  The legislation empowered
LGAC to issue its  bonds and notes in  an amount not in  excess of $4.7  billion
(exclusive of certain refunding bonds) plus certain other amounts. Over a period
of years, the issuance of these long-term obligations, which are to be amortized
over  no more than  30 years, was  expected to eliminate  the need for continued
short-term seasonal borrowing. The legislation also dedicated revenues equal  to
one-quarter  of the  four cent State  sales and use  tax to pay  debt service on
these bonds. The legislation also imposed a cap on the annual seasonal borrowing
of the State  at $4.7 billion,  less net proceeds  of bonds issued  by LGAC  and
bonds  issued to  provide for  capitalized interest,  except in  cases where the
Governor and  the legislative  leaders have  certified the  need for  additional
borrowing and provided a schedule for reducing it to the cap. If borrowing above
the  cap is  thus permitted  in any  fiscal year,  it is  required by  law to be
reduced to the cap by the fourth fiscal year after the limit was first exceeded.
As of June 1995, LGAC had issued bonds to provide net proceeds of $4.7  billion,
completing the program. The impact of LGAC's borrowing is that the State is able
to  meet its  cash flow needs  in the first  quarter of the  fiscal year without
relying on short-term seasonal borrowings.
    
 
   
    In June 1994,  the Legislature  passed a  proposed constitutional  amendment
that  would significantly change the long-term  financing practices of the State
and its  public authorities.  The  proposed amendment  would permit  the  State,
within  a formula-based cap, to issue revenue  bonds, which would be debt of the
State secured solely by a pledge of certain State tax receipts (including  those
allocated  to State funds dedicated for transportation purposes), and not by the
full faith and credit  of the State. In  addition, the proposed amendment  would
(i)  permit multiple purpose general obligation bond proposals to be proposed on
the same  ballot, (ii)  require that  State debt  be incurred  only for  capital
projects  included in a  multi-year capital financing  plan, and (iii) prohibit,
after its effective  date, lease-purchase  and contractual-obligation  financing
mechanisms for State facilities.
    
 
   
    Before  the  approved constitutional  amendment  could be  presented  to the
voters for their  consideration, it  had to be  passed by  a separately  elected
legislature.  The amendment was passed by the  Senate and Assembly in June 1995.
The Amendment was thereafter submitted to voters in November 1995, where it  was
defeated.
    
 
                                      B-9
<PAGE>
   
    On  January 13,  1992, Standard &  Poor's Corporation  ("Standard & Poor's")
reduced its ratings on the State's general obligation bonds from A to A- and, in
addition, reduced its ratings on  the State's moral obligation, lease  purchase,
guaranteed and contractual obligation debt. Standard & Poor's also continued its
negative  rating outlook assessment  on State general  obligation debt. On April
26, 1993, Standard & Poor's revised the rating outlook assessment to stable.  On
February  14, 1994,  Standard &  Poor's raised its  outlook to  positive and, on
February 28,  1994,  confirmed  its  A- rating.  On  January  6,  1992,  Moody's
Investors   Service,  Inc.  ("Moody's")  reduced   its  ratings  on  outstanding
limited-liability State lease  purchase and  contractual obligations  from A  to
Baa1.  On February  28, 1994,  Moody's reconfirmed its  A rating  on the State's
general obligation long-term indebtedness.
    
 
   
    The State anticipated that its capital programs would be financed, in  part,
by  State and  public authorities borrowings  in 1995-96. The  State expected to
issue $248  million in  general  obligation bonds  (including $170  million  for
purposes  of redeeming outstanding bond anticipation  notes) and $186 million in
general obligation commercial  paper. The  Legislature had  also authorized  the
issuance  of  up to  $33  million in  certificates  of participation  during the
State's 1995-96 fiscal year for equipment purchases and $14 million for  capital
purposes.
    
 
   
    Principal  and interest  payments on  general obligation  bonds and interest
payments on bond anticipation  notes and on tax  and revenue anticipation  notes
were $793.3 million for the 1994-95 fiscal year, and were estimated to be $774.4
million  for  the 1995-96  fiscal year.  These figures  do not  include interest
payable on  State  General  Obligation  Refunding  Bonds  issued  in  July  1992
("Refunding  Bonds") to the  extent that such  interest was paid  from an escrow
fund established  with  the proceeds  of  such Refunding  Bonds.  Principal  and
interest  payments on  fixed rate  and variable rate  bonds issued  by LGAC were
$239.4 million for  the 1994-95  fiscal year, and  were estimated  to be  $328.2
million  for  1995-96. State  lease-purchase  rental and  contractual obligation
payments  for  1994-95,  including   State  installment  payments  relating   to
certificates  of participation,  were $1.607  billion and  were estimated  to be
$1.641 billion in 1995-96.
    
 
   
    New York  State  has  never  defaulted on  any  of  its  general  obligation
indebtedness  or its obligations  under lease-purchase or contractual-obligation
financing arrangements  and  has never  been  called  upon to  make  any  direct
payments pursuant to its guarantees.
    
 
   
    LITIGATION.    Certain  litigation pending  against  New York  State  or its
officers or employees could  have a substantial or  long-term adverse effect  on
New  York State finances.  Among the more  significant of these  cases are those
that involve (1) the validity of agreements and treaties by which various Indian
tribes transferred  title to  New York  State  of certain  land in  central  and
upstate  New York;  (2) certain aspects  of New York  State's Medicaid policies,
including its rates,  regulations and  procedures; (3) action  against New  York
State  and New  York City  officials alleging  inadequate shelter  allowances to
maintain proper housing; (4) challenges  to the practice of reimbursing  certain
Office  of Mental Health patient care expenses from the client's Social Security
benefits; (5) alleged responsibility  of New York State  officials to assist  in
remedying  racial  segregation  in  the  City  of  Yonkers;  (6)  challenges  by
commercial insurers,  employee welfare  benefit  plans, and  health  maintenance
organizations  to  the imposition  of 13%,  11% and  9% surcharges  on inpatient
hospital bills; (7) challenges to  certain aspects of petroleum business  taxes;
(8) action alleging damages resulting from the failure by the State's Department
of Environmental Conservation to timely provide certain data; (9) a challenge to
the  constitutionality of the treatment of certain moneys held in a Supplemental
Reserve Fund; and (10) a challenge  to the constitutionality of a State  lottery
game.
    
 
                                      B-10
<PAGE>
   
    Several  actions  challenging the  constitutionality of  legislation enacted
during the 1990 legislative session which changed actuarial funding methods  for
determining  state and local contributions  to state employee retirement systems
have been decided against  the State. As a  result, the Comptroller developed  a
plan  to restore  the State's retirement  systems to prior  funding levels. Such
funding is expected to exceed prior levels by $30 million in fiscal 1994-95, $63
million in  fiscal 1995-96,  $116 million  in fiscal  1996-97, $193  million  in
fiscal  1997-98, peaking at $241 million  in fiscal 1998-99. Beginning in fiscal
2001-02, State contributions required under the Comptroller's plan are projected
to be less than that required under the prior funding method. As a result of the
United States Supreme Court decision in the  case of STATE OF DELAWARE v.  STATE
OF  NEW YORK, on January 21, 1994, the State entered into a settlement agreement
with various parties. Pursuant to all agreements executed in connection with the
action, the State  was required to  make aggregate payments  of $351.4  million.
Annual payments to the various parties will continue through the State's 2002-03
fiscal  year in amounts which  will not exceed $48.4  million in any fiscal year
subsequent to the State's 1994-95 fiscal year.
    
 
   
    The legal proceedings noted above involve State finances, State programs and
miscellaneous tort, real property  and contract claims in  which the State is  a
defendant  and the  monetary damages  sought are  substantial. These proceedings
could  affect  adversely   the  financial  condition   of  the  State.   Adverse
developments  in these  proceedings or the  initiation of  new proceedings could
affect the ability of the State  to maintain a balanced 1996-97 State  Financial
Plan. An adverse decision in any of these proceedings could exceed the amount of
the  1996-97  State Financial  Plan reserve  for the  payment of  judgments and,
therefore, could affect the ability of the State to maintain a balanced  1996-97
State  Financial Plan. In  its audited financial statements  for the fiscal year
ended March 31, 1995, the State reported its estimated liability for awarded and
anticipated unfavorable judgments to be $676 million.
    
 
   
    Although other  litigation is  pending  against New  York State,  except  as
described above, no current litigation involves New York State's authority, as a
matter  of law,  to contract  indebtedness, issue  its obligations,  or pay such
indebtedness when it matures, or affects New York State's power or ability, as a
matter of law, to impose or collect significant amounts of taxes and revenues.
    
 
   
    AUTHORITIES.  The fiscal stability of New York State is related, in part, to
the fiscal stability of its Authorities, which generally have responsibility for
financing,  constructing   and   operating  revenue-producing   public   benefit
facilities.  Authorities are not  subject to the  constitutional restrictions on
the incurrence of debt which apply to the State itself, and may issue bonds  and
notes  within the amounts of, and  as otherwise restricted by, their legislative
authorization. The  State's  access  to  the  public  credit  markets  could  be
impaired,  and the market  price of its  outstanding debt may  be materially and
adversely affected,  if  any  of  the  Authorities  were  to  default  on  their
respective   obligations,   particularly   with  respect   to   debt   that  are
State-supported or State-related. As of September  30, 1994, date of the  latest
data  available, there  were 18  Authorities that  had outstanding  debt of $100
million or more. The aggregate  outstanding debt, including refunding bonds,  of
these  18 Authorities was $70.3 billion. As  of March 31, 1995, aggregate public
authority debt  outstanding as  State-supported debt  was $27.9  billion and  as
State-related debt was $36.1 billion.
    
 
   
    Authorities  are generally supported  by revenues generated  by the projects
financed or operated,  such as fares,  user fees on  bridges, highway tolls  and
rentals  for dormitory  rooms and  housing. In  recent years,  however, New York
State   has   provided   financial   assistance   through   appropriations,   in
    
 
                                      B-11
<PAGE>
   
some cases of a recurring nature, to certain of the 18 Authorities for operating
and  other expenses and,  in fulfillment of its  commitments on moral obligation
indebtedness or  otherwise,  for  debt service.  This  operating  assistance  is
expected  to  continue to  be  required in  future  years. In  addition, certain
statutory arrangements  provide for  State local  assistance payments  otherwise
payable  to  localities  to  be  made  under  certain  circumstances  to certain
Authorities. The State  has no  obligation to provide  additional assistance  to
localities  whose local assistance payments have  been paid to Authorities under
these arrangements. However, in  the event that  such local assistance  payments
are so diverted, the affected localities could seek additional State funds.
    
 
   
    NEW  YORK CITY AND OTHER LOCALITIES.  The  fiscal health of the State of New
York may also be impacted by  the fiscal health of its localities,  particularly
the  City of New York,  which has required and  continues to require significant
financial assistance from New York State. The City depends on State aid both  to
enable  the City to  balance its budget  and to meet  its cash requirements. The
City has achieved balanced operating results for each of its fiscal years  since
1981 as reported in accordance with the then-applicable GAAP.
    
 
   
    In  1975, New York City suffered a fiscal crisis that impaired the borrowing
ability of both the City and New York  State. In that year the City lost  access
to  the public credit markets. The City was not able to sell short-term notes to
the public again until 1979.
    
 
   
    In 1975,  Standard &  Poor's suspended  its  A rating  of City  bonds.  This
suspension  remained in effect until March 1981, at which time the City received
an investment grade  rating of  BBB from  Standard &  Poor's. On  July 2,  1985,
Standard  &  Poor's revised  its  rating of  City bonds  upward  to BBB+  and on
November 19, 1987, to A-. On July 2, 1993, Standard & Poor's reconfirmed its  A-
rating  of  City bonds,  continued its  negative  rating outlook  assessment and
stated that maintenance of such rating  depended upon the City's making  further
progress  towards reducing budget gaps in the outlying years. Moody's ratings of
City bonds were revised in November 1981  from B (in effect since 1977) to  Ba1,
in November 1983 to Baa, in December 1985 to Baa1, in May 1988 to A and again in
February 1991 to Baa1. On July 10, 1995, Standard & Poor's downgraded its rating
on the City's $23 billion of outstanding general obligation bonds to "BBB+" from
"A-",  citing to the City's chronic structural budget problems and weak economic
outlook. Standard &  Poor's stated  that New  York City's  reliance on  one-time
revenue  measures to close annual budget  gaps, a dependence on unrealized labor
savings, overly optimistic estimates of revenues  and state and federal aid  and
the  City's continued high debt levels also contributed to its decision to lower
the rating. Moody's currently has the City's rating under review for a  possible
downgrade.
    
 
   
    New  York City is heavily dependent on New York State and Federal assistance
to cover insufficiencies in its revenues. There can be no assurance that in  the
future  Federal and State assistance will enable  the City to make up its budget
deficits. To help alleviate the  City's financial difficulties, the  Legislature
created  the  Municipal  Assistance  Corporation  ("MAC")  in  1975.  Since  its
creation, MAC has provided, among other things, financing assistance to the City
by refunding maturing City  short-term debt and transferring  to the City  funds
received from sales of MAC bonds and notes. MAC is authorized to issue bonds and
notes  payable from certain stock transfer tax revenues, from the City's portion
of the State sales tax derived in the City and, subject to certain prior claims,
from State per capita aid otherwise payable by the State to the City. Failure by
the State to continue the imposition of such taxes, the reduction of the rate of
such taxes to rates less  than those in effect on  July 2, 1975, failure by  the
State  to pay such aid  revenues and the reduction of  such aid revenues below a
specified
    
 
                                      B-12
<PAGE>
   
level are included among  the events of default  in the resolutions  authorizing
MAC's  long-term debt. The occurrence  of an event of  default may result in the
acceleration of the maturity of  all or a portion of  MAC's debt. MAC bonds  and
notes constitute general obligations of MAC and do not constitute an enforceable
obligation or debt of either the State or the City. As of December 31, 1995, MAC
had  outstanding an aggregate of approximately  $4.684 billion of its bonds. MAC
is authorized to  issue bonds  and notes to  refunds its  outstanding bonds  and
notes  and to fund certain reserves,  without limitation as to principal amount,
and to finance certain capital commitments to the Transit Authority and the  New
York  City School Construction Authority for  the 1992 through 1997 fiscal years
in the event the City fails to provide such financing.
    
 
   
    The City and MAC have reached an agreement in principle under which MAC will
develop and implement a debt restructuring  program which will provide the  City
with  $125 million in budget relief in fiscal  year 1996, in addition to the $20
million of additional budget  relief provided by MAC  to the City since  January
1996.  The City has agreed with MAC  that it will reduce certain expenditures by
$125 million in each of the four fiscal years starting in fiscal year 1997.  The
proposed refinancing, which must satisfy MAC refinancing criteria, is subject to
market conditions.
    
 
   
    Since 1975, the City's financial condition has been subject to oversight and
review  by the New York State Financial  Control Board (the "Control Board") and
since 1978  the City's  financial statements  have been  audited by  independent
accounting  firms. To  be eligible  for guarantees  and assistance,  the City is
required during  a  "control  period"  to  submit  annually  for  Control  Board
approval, and when a control period is not in effect for Control Board review, a
financial  plan for  the next  four fiscal years  covering the  City and certain
agencies showing balanced budgets determined  in accordance with GAAP. New  York
State  also established the Office of the  State Deputy Comptroller for New York
City ("OSDC")  to  assist  the  Control  Board  in  exercising  its  powers  and
responsibilities.   On  June  30,   1986,  the  City   satisfied  the  statutory
requirements for termination of the control period. This means that the  Control
Board's  powers  of approval  are  suspended, but  the  Board continues  to have
oversight responsibilities.
    
 
   
    From time to time, the Control  Board staff, OSDC, the City comptroller  and
others  issue reports and make public  statements regarding the City's financial
condition, commenting  on,  among other  matters,  the City's  financial  plans,
projected  revenues  and  expenditures  and actions  by  the  City  to eliminate
projected operating deficits. Some of  these reports and statements have  warned
that  the City  may have  underestimated certain  expenditures and overestimated
certain revenues  and have  suggested  that the  City  may not  have  adequately
provided  for future contingencies.  Certain of these  reports have analyzed the
City's future economic  and social  conditions and have  questioned whether  the
City  has the capacity to generate sufficient revenues in the future to meet the
costs of its expenditure increases and to provide necessary services.
    
 
   
    On January 31, 1996, the City published the financial plan for the 1996-1999
fiscal years (the "City Financial Plan"), which is a modification to a financial
plan submitted to the Control  Board on July 11,  1995. The City Financial  Plan
set  forth  proposed actions  by  the City  for the  1996  fiscal year  to close
substantial projected  budget  gaps  resulting from  lower  than  projected  tax
receipts and other revenues and greater than projected expenditures. In addition
to  substantial  proposed  agency  expenditure  reductions,  the  Financial Plan
reflected a strategy to substantially  reduce spending for entitlements for  the
1996  and subsequent fiscal years, and to decrease the City's costs for Medicaid
in the  1997 fiscal  year and  thereafter  by increasing  the Federal  share  of
Medicaid costs otherwise paid
    
 
                                      B-13
<PAGE>
   
by  the City.  This strategy  has been  the subject  of substantial  debate, and
implementation of  this strategy  will be  significantly affected  by State  and
Federal  budget proposals currently being considered. It is likely that the City
Financial Plan will be changed significantly in connection with the  preparation
of  the Executive Budget for the  1997 fiscal year as a  result of the status of
State and Federal budget proposals and other factors.
    
 
   
    The City Financial Plan also set forth projections for the 1997 through 1999
fiscal years  and  outlined  a  proposed  gap-closing  program  to  eliminate  a
projected  gap of $2.0 billion for the 1997 fiscal year, and to reduce projected
gaps of  $3.3 billion  and $4.1  billion for  the 1998  and 1999  fiscal  years,
respectively,  assuming successful implementation of the gap-closing program for
the 1996 fiscal year.
    
 
   
    The proposed  gap-closing actions  for the  1997 through  1999 fiscal  years
included:  (i) additional agency actions, totaling between $643 million and $691
million in each of the 1997  through 1999 fiscal years; (ii) additional  savings
resulting  from  State  and  Federal aid  and  cost  containment  in entitlement
programs to reduce City  expenditures and increase revenues  by $650 million  in
the  1997 fiscal year  and by $727 million  in each of the  1998 and 1999 fiscal
years; (iii) additional proposed Federal aid  of $50 million in the 1997  fiscal
year  and State  aid of  $100 million in  each of  the 1997  through 1999 fiscal
years;  (iv)  the  receipt  of  $300  million  in  the  1997  fiscal  year  from
privatization  or other  initiatives, certain  of which  actions is  expected to
require legislative action by the City  Council; and (v) the assumed receipt  of
revenues  relating  to  rent payments  for  the City's  airports,  totaling $244
million, $226 million  and $70 million  in the 1997  through 1999 fiscal  years,
respectively,  which  are  currently the  subject  of  a dispute  with  the Port
Authority and the collection of which may depend on the successful completion of
negotiations with the Port Authority or  the enforcement of the City's  remedies
under  the leases through pending legal actions.  The City was also preparing an
additional contingency  gap-closing  program for  the  1997 fiscal  year  to  be
comprised of $200 million in additional agency actions.
    
 
   
    The  Federal  and State  budgets, when  adopted,  may result  in substantial
reductions in  revenues  for the  City,  as well  as  a reduction  in  projected
expenditures  in entitlement programs, including  Medicare, Medicaid and welfare
programs. The nature and  extent of the  impact on the City  of the Federal  and
State  budgets, when adopted, is  uncertain, and no assurance  can be given that
Federal or State actions included in  the Federal and State adopted budgets  may
not  have  a  significant adverse  impact  on  the City's  budget  and  the City
Financial Plan.
    
 
   
    The projections for the 1996 through  1999 fiscal years reflected the  costs
of  the proposed  settlement with the  teachers union and  the recent settlement
with a  coalition of  municipal unions,  and assumed  that the  City will  reach
agreement  with its remaining  municipal unions under  terms which are generally
consistent with such settlements.
    
 
   
    The City's financial plans have been the subject of extensive public comment
and criticism. The City comptroller has issued reports identifying risks ranging
between $440 million and $560 million in the 1996 fiscal year before taking into
account the availability  of $160 million  in the general  reserve, and  between
$2.05  billion and $2.15 billion in the 1997 fiscal year after implementation of
the City's proposed gap-closing actions. With  respect to the 1997 fiscal  year,
the  report noted  that the  City Financial  Plan assumed  the implementation of
highly uncertain State  and Federal actions,  most of which  are unlikely to  be
implemented,  that would provide between $1.2 billion and $1.4 billion in relief
    
 
                                      B-14
<PAGE>
   
to the City,  and identified  additional risks.  The report  concluded that  the
magnitude  of the budget risk for the 1997 fiscal year, after two years of large
agency cutbacks  and  workforce reductions,  indicated  the seriousness  of  the
City's  continuing budget difficulties,  and that the  City Financial Plan would
require substantial revision in order to provide a credible program for  dealing
with the large projected budget gap for the 1997 fiscal year.
    
 
   
    The  City since 1981 has fully satisfied its seasonal financing needs in the
public credit markets, repaying all  short-term obligations within their  fiscal
year  of issuance. The City has issued $2.4 billion of short-term obligations in
fiscal year 1996  to finance the  City's current estimate  of its seasonal  cash
flow  needs for  the 1996 fiscal  year. Seasonal financing  requirements for the
1995 fiscal year increased to $2.2  billion from $1.75 billion and $1.4  billion
in the 1994 and 1993 fiscal years, respectively.
    
 
   
    Certain  localities, in addition to the  City, could have financial problems
leading to  requests for  additional New  York State  assistance. The  potential
impact  on the  State of  such requests  by localities  was not  included in the
State's projections of its receipts and disbursements.
    
 
   
    Fiscal difficulties experienced by the City of Yonkers ("Yonkers")  resulted
in  the creation  of the Financial  Control Board  for the City  of Yonkers (the
"Yonkers Board") by New York  State in 1984. The  Yonkers Board is charged  with
oversight of the fiscal affairs of Yonkers. Future actions taken by the Governor
or  the Legislature  to assist  Yonkers could result  in allocation  of New York
State resources in amounts that cannot yet be determined.
    
 
   
    Municipalities and school districts  have engaged in substantial  short-term
and  long-term borrowings. In 1993, the  total indebtedness of all localities in
New York State other than New York City was approximately $17.7 billion. A small
portion (approximately $105 million) of that indebtedness represented  borrowing
to finance budgetary deficits and was issued pursuant to enabling New York State
legislation.   State   law  requires   the  comptroller   to  review   and  make
recommendations concerning the  budgets of  those local  government units  other
than  New York City  authorized by State  law to issue  debt to finance deficits
during the period that such deficit financing is outstanding. Fifteen localities
had outstanding indebtedness for deficit financing at the close of their  fiscal
year ending in 1993.
    
 
   
    From  time to time, federal expenditure  reductions could reduce, or in some
cases eliminate, federal funding  of some local  programs and accordingly  might
impose substantial increased expenditure requirements on affected localities. If
New  York State, New York City or any  of the Authorities were to suffer serious
financial difficulties jeopardizing their respective access to the public credit
markets, the marketability of  notes and bonds issued  by localities within  New
York  State could  be adversely affected.  Localities also  face anticipated and
potential problems resulting from certain pending litigation, judicial decisions
and long-range economic trends. Long-range potential problems of declining urban
population, increasing expenditures  and other economic  trends could  adversely
affect  localities  and  require increasing  New  York State  assistance  in the
future.
    
 
                                      B-15
<PAGE>
   
                            INVESTMENT RESTRICTIONS
    
 
    The policies set  forth below are,  unless otherwise indicated,  fundamental
policies  of the Trust and may not be  changed without the affirmative vote of a
majority of the  outstanding voting  securities of the  Trust. As  used in  this
Statement  of Additional Information  and in the Prospectus,  a "majority of the
outstanding voting securities of the Trust" means the lesser of (1) the  holders
of  more than 50% of the outstanding  shares of beneficial interest of the Trust
or (2) 67% of the shares present if more than 50% of the shares are present at a
meeting in person or by proxy.
 
    The Trust may not:
 
        (1) Purchase  equity securities  or securities  convertible into  equity
    securities.
 
        (2)  Purchase or sell any put or call options or any combination thereof
    except options on  financial futures  or municipal bond  index contracts  or
    options  on debt securities as described in the Prospectus or this Statement
    of Additional Information.
 
        (3) Borrow money in excess  of 10% of the value  of its assets and  then
    only  as a temporary measure to  meet unusually heavy redemption requests or
    for other  extraordinary  or  emergency purposes.  Securities  will  not  be
    purchased  while borrowings are  outstanding. No assets of  the Trust may be
    pledged, mortgaged  or  otherwise  encumbered, transferred  or  assigned  to
    secure a debt.
 
        (4)  Engage in the underwriting of securities, except to the extent that
    the purchase  of  municipal  securities,  or  other  permitted  investments,
    directly  from the issuer thereof (or from an underwriter for an issuer) and
    the later  disposition of  such securities  in accordance  with the  Trust's
    investment program, may be deemed to be an underwriting.
 
        (5)  Invest in  real estate,  mortgages or  illiquid securities  of real
    estate  investment  trusts  although  the  Trust  may  invest  in  municipal
    securities secured by real estate or interests therein.
 
        (6)  Invest in commodities or commodity  contracts except that the Trust
    may purchase financial futures contracts and related options as described in
    the Prospectus.
 
        (7)  Lend  money  except  in  connection  with  the  purchase  of   debt
    obligations  or  by  investment  in  repurchase  agreements,  provided  that
    repurchase agreements maturing in more than seven days, when taken  together
    with  other  illiquid investments  including  restricted securities,  do not
    exceed 10%  of  the  Trust's  assets.  The  Trust  may  lend  its  portfolio
    securities  to  broker-dealers and  institutional investors  if as  a result
    thereof the aggregate value of all securities loaned does not exceed 10%  of
    the total assets of the Trust.
 
        (8)  Purchase more than 10% of  the outstanding voting securities of any
    one issuer.  For purposes  of  this 10%  restriction, all  outstanding  debt
    securities of an issuer are considered as one class, and all preferred stock
    of  an issuer is considered as one class. This restriction does not apply to
    obligations issued or  guaranteed by  the U.S. government,  its agencies  or
    instrumentalities.
 
        (9)  Invest in  companies for  the purpose  of exercising  management or
    control or purchase securities of other investment companies.
 
                                      B-16
<PAGE>
        (10) Invest 25% or more  of its assets in  securities of issuers in  any
    one  industry;  provided  that there  shall  be  no such  limitation  on the
    purchase of  municipal securities  and,  for temporary  defensive  purposes,
    obligations  issued or  guaranteed by the  U.S. government,  its agencies or
    instrumentalities.
 
        (11) Invest more than  5% of its total  assets in securities of  issuers
    having  a record,  together with predecessors,  of less than  three years of
    continuous operation.  The  restriction does  not  apply to  any  obligation
    issued   or   guaranteed   by   the  U.S.   government,   its   agencies  or
    instrumentalities.
 
        (12) Purchase  or  retain  the  securities of  any  issuer  if,  to  the
    knowledge  of  the  Trust, those  officers  and  trustees of  the  Trust and
    officers and directors of the  Adviser, who each owns  more than .5% of  the
    outstanding  securities of  such issuer, together  own more than  5% of such
    securities.
 
        (13) Issue senior securities except evidences of indebtedness  permitted
    by restriction 3 above.
 
        (14)  Sell securities  short or  participate on a  joint or  a joint and
    several basis in any trading account in securities.
 
        (15) Purchase oil,  gas or  other mineral type  development programs  or
    leases.
 
        (16)  Purchase restricted securities or  securities that are not readily
    marketable or invest in  repurchase agreements maturing  in more than  seven
    days if, as a result of such investment, more than 10% of the Trust's assets
    would be invested in such securities.
 
    If a percentage restriction is adhered to at the time of investment, a later
change  in percentage  resulting from  changes in values  or assets  will not be
considered  a  violation   of  the   restriction.  For   purposes  of   industry
classifications,  the Trust  follows the  industry classifications  in The Value
Line Investment Survey.
 
                             TRUSTEES AND OFFICERS
 
   
<TABLE>
<CAPTION>
NAME, ADDRESS AND AGE         POSITION WITH TRUST          PRINCIPAL OCCUPATION DURING PAST 5 YEARS
- ----------------------------  ---------------------  ----------------------------------------------------
<S>                           <C>                    <C>
*Jean Bernhard Buttner        Chairman of the Board  Chairman, President and  Chief Executive Officer  of
 Age 61                       of Trustees,           Value  Line,  Inc.  (the "Adviser")  and  Value Line
                              President and Chief    Publishing, Inc. Chairman  of the  Value Line  Funds
                              Executive Officer      and   Value   Line  Securities,   Inc.   (the  "Dis-
                                                     tributor").
 
<FN>
- ------------------------
* "Interested" trustee as defined in the Investment Company Act of 1940 (the
"1940 Act").
</TABLE>
    
 
                                      B-17
<PAGE>
                       TRUSTEES AND OFFICERS--(CONTINUED)
 
   
<TABLE>
<CAPTION>
NAME, ADDRESS AND AGE         POSITION WITH FUND           PRINCIPAL OCCUPATION DURING PAST 5 YEARS
- ----------------------------  ---------------------  ----------------------------------------------------
<S>                           <C>                    <C>
 John W. Chandler             Trustee                Consultant, Academic  Search  Consultation  Service,
 2801 New Mexico                                     Inc. since 1992; Consultant, Korn/Ferry
   Ave., N.W.                                        International   1990-1992.   Trustee   Emeritus  and
 Washington, DC 20007                                Chairman (1993-1994) of  Duke University;  President
 Age 72                                              Emeritus, Williams College.
*Leo R. Futia                 Trustee                Retired  Chairman and Chief Executive Officer of The
 201 Park Avenue South                               Guardian  Life  Insurance  Company  of  America  and
 New York, NY 10003                                  Director  since  1970.  Director  (Trustee)  of  The
 Age 76                                              Guardian Insurance & Annuity Company, Inc., Guardian
                                                     Investor Services Corporation and the
                                                     Guardian-sponsored mutual funds.
 Charles E. Reed              Trustee                Retired. Formerly, Senior Vice President of  General
 3200 Park Avenue                                    Electric  Co.; Director  Emeritus of  People's Bank,
 Bridgeport, CT 06604                                Bridgeport, CT.
 Age 82
 Paul Craig Roberts           Trustee                Distinguished Fellow,  Cato Institute,  since  1993;
 505 S. Fairfax Street                               formerly,  William E.  Simon Professor  of Political
 Alexandria, VA 22320                                Economy,  Center  for  Strategic  and  International
 Age 57                                              Studies; Director, A. Schulman Inc. (plastics) since
                                                     1992.
 John Risner                  Vice President         Senior  Portfolio  Manager  with  the  Adviser since
 Age 36                                              1992;  Assistant  Vice   President,  Bankers   Trust
                                                     Company, 1987-1992.
 Charles Heebner              Vice President         Senior Portfolio Manager with the Adviser.
 Age 60
 David T. Henigson            Vice President,        Compliance  Officer and  since 1992,  Vice President
 Age 38                       Secretary and          and Director  of  the  Adviser.  Director  and  Vice
                              Treasurer              President of the Distributor.
<FN>
- ------------------------
   * "Interested" trustee as defined in the Investment Company Act of 1940 (the
"1940 Act").
</TABLE>
    
 
    Unless  otherwise indicated, the address  for each of the  above is 220 East
42nd Street, New York, NY.
 
                                      B-18
<PAGE>
   
    Trustees and certain officers of  the Trust are also trustees/directors  and
officers  of  the  other investment  companies  for  which the  Adviser  acts as
investment  adviser.  The  following  table  sets  forth  information  regarding
compensation  of Trustees by the  Trust and by the  Trust and eleven other Value
Line Funds of which each of the Trustees is a director or trustee for the fiscal
year ended February  29, 1996.  Trustees who are  officers or  employees of  the
Adviser  do not receive any compensation from the Trust or any of the Value Line
Funds.
    
 
   
                               COMPENSATION TABLE
                      FISCAL YEAR ENDED FEBRUARY 29, 1996
    
 
   
<TABLE>
<CAPTION>
                                                                                                           TOTAL
                                                                                                        COMPENSATION
                                                 AGGREGATE     PENSION OR RETIREMENT     ESTIMATED     FROM TRUST AND
                                               COMPENSATION     BENEFITS ACCRUED AS   ANNUAL BENEFITS  TRUST COMPLEX
NAME OF PERSON                                   FROM FUND     PART OF FUND EXPENSES  UPON RETIREMENT    (12 FUNDS)
- --------------------------------------------  ---------------  ---------------------  ---------------  --------------
<S>                                           <C>              <C>                    <C>              <C>
Jean B. Buttner.............................     $     -0-                  N/A                 N/A    $         -0-
John W. Chandler............................          2,770                 N/A                 N/A           33,350
Leo R. Futia................................          2,770                 N/A                 N/A           33,350
Charles E. Reed.............................          2,770                 N/A                 N/A           33,350
Paul Craig Roberts..........................          2,770                 N/A                 N/A           33,350
</TABLE>
    
 
   
    As of February 29, 1996, no person  owned of record or, to the knowledge  of
the Trust, owned beneficially, 5% or more of the outstanding shares of the Trust
except  that the Adviser owned 368,990 shares (9.4%) of the Trust. At that date,
officers and Trustees of the Trust as a group also owned an aggregate of  18,661
shares (0.5%) of the Trust.
    
 
                                  THE ADVISER
         (SEE ALSO "MANAGEMENT OF THE TRUST" IN THE TRUST'S PROSPECTUS)
 
   
    The  Trust's investment adviser is Value  Line, Inc. The investment advisory
agreement between the Trust and the Adviser dated August 10, 1988 provides for a
monthly advisory fee computed at the annual rate of 0.6% of the Trust's  average
daily  net assets during the year. During  fiscal 1994, 1995 and 1996, the Trust
paid or accrued to the Adviser advisory fees of $260,367, $237,733 and $238,206,
respectively. The Adviser shall reimburse  the Trust for expenses (exclusive  of
interest,  taxes, brokerage  expenses and  extraordinary expenses)  which in any
year exceed the limits prescribed by any state in which shares of the Trust  are
qualified  for sale. As  of the date  of this Statement,  no limitation applied.
During the fiscal year ended February 29, 1996, the Trust paid or accrued to the
Adviser $5,760 for printing services.
    
 
    The investment advisory  agreement provides  that the  Adviser shall  render
investment  advisory and other services to  the Trust including, at its expense,
all administrative services, office space and  the services of all officers  and
employees  of  the Trust.  The Trust  pays  all other  expenses incurred  in its
organization and operation which are not assumed by the Adviser including taxes,
interest, brokerage commissions,  insurance premiums, fees  and expenses of  the
custodian  and shareholder servicing agent, legal  and accounting fees, fees and
expenses in connection with qualification under federal
 
                                      B-19
<PAGE>
and state securities laws and costs of shareholder reports and proxy  materials.
The Trust has agreed that it will use the words "Value Line" in its name only so
long as Value Line, Inc. serves as investment adviser of the Trust.
 
   
    The  Adviser acts  as investment  adviser to  15 other  investment companies
constituting The Value Line Family  of Funds, and furnishes investment  advisory
services to private and institutional accounts with combined assets in excess of
$5 billion.
    
 
    Certain  of the Adviser's clients may have investment objectives similiar to
the Trust and certain investments may be appropriate for the Trust and for other
clients advised by the Adviser. From time to time, a particular security may  be
bought  or sold  for only one  client or  in different amounts  and at different
times for  more  than  one but  less  than  all such  clients.  In  addition,  a
particular security may be bought for one or more clients when one or more other
clients  are selling such security,  or purchases or sales  of the same security
may be made  for two  or more  clients at  the same  time. In  such event,  such
transactions,  to  the extent  practicable,  will be  averaged  as to  price and
allocated as to amount in proportion to the amount of each order. In some cases,
this procedure could have  a detrimental effect  on the price  or amount of  the
securities  purchased  or sold  by the  Trust.  In other  cases, however,  it is
believed that the ability of the  Trust to participate, to the extent  permitted
by law, in volume transactions will produce better results for the Trust.
 
    The Adviser and/or its affiliates, officers, Trustees and employees may from
time  to time own securities which are also  held in the portfolio of the Trust.
The Adviser has  imposed rules upon  itself and such  persons requiring  monthly
reports  of security transactions for  their respective accounts and restricting
trading in various types of securities  in order to avoid possible conflicts  of
interest.
 
                             PORTFOLIO TRANSACTIONS
 
   
    Portfolio securities are purchased from and sold to parties acting as either
principal  or agent.  Newly-issued securities ordinarily  are purchased directly
from the issuer or  from an underwriter; other  purchases and sales usually  are
placed with those dealers from whom it appears that the best price and execution
will  be obtained. Usually  no brokerage commissions,  as such, are  paid by the
Trust for such purchases and sales, although the price paid usually includes  an
undisclosed  compensation  to the  dealer acting  as agent.  The prices  paid to
underwriters of newly-issued securities usually include a concession paid by the
issuer to the underwriter, and purchases of after-market securities from dealers
ordinarily are executed at a  price between the bid  and asked price. The  Trust
paid no brokerage commissions in fiscal 1994, 1995 or 1996.
    
 
    Transactions  are allocated  to various dealers  by the Adviser  in its best
judgment. The primary consideration is prompt and effective execution of  orders
at  the most favorable price. Subject to that primary consideration, dealers may
be selected for research, statistical or other services to enable the Adviser to
supplement its own research and analysis with the views and information of other
securities firms.
 
    Research services  furnished  by brokers  through  which the  Trust  effects
securities  transactions may be used by the  Adviser in advising other funds and
accounts it manages and, conversely, research services furnished to the  Adviser
by    brokers    in   connection    with   other    funds   and    accounts   it
 
                                      B-20
<PAGE>
manages may be used by  the Adviser in advising  the Trust. Since such  research
services  are supplementary to the  research efforts of the  Adviser and must be
analyzed and reviewed by it, the receipt of such information is not expected  to
materially reduce its overall expenses.
 
                               HOW TO BUY SHARES
      (SEE ALSO "CALCULATION OF NET ASSET VALUE", "HOW TO BUY SHARES" AND
                 "INVESTOR SERVICES" IN THE FUND'S PROSPECTUS)
 
   
    The  Trust  reserves  the right  to  reduce  or waive  the  minimum purchase
requirements in certain cases such as pursuant to payroll deduction plans, etc.,
where subsequent and continuing purchases are contemplated.
    
 
   
    The Trust has  a distribution  agreement with Value  Line Securities,  Inc.,
(the  "Distributor")  pursuant  to  which  the  Distributor  acts  as  principal
underwriter and distributor of  the Trust for the  sale and distribution of  its
shares.  The Distributor, a wholly-owned subsidiary  of the Adviser, receives no
compensation for its services under  the agreement. The Distributor also  serves
as distributor to the other Value Line funds.
    
 
   
    AUTOMATIC  PURCHASES.  The Trust offers  a free service to its shareholders,
Valu-Matic, through  which  monthly investments  of  $25  or more  may  be  made
automatically  into the shareholder's Trust account. The required form to enroll
in this program is available upon request from the Distributor.
    
 
                           SUSPENSION OF REDEMPTIONS
 
    The right of redemption may be  suspended, or the date of payment  postponed
beyond  the normal seven-day period by  the Trust under the following conditions
authorized by the 1940  Act: (1) for  any period (a) during  which the New  York
Stock  Exchange is closed, other than  customary weekend and holiday closing, or
(b) during which trading on the New  York Stock Exchange is restricted; (2)  for
any period during which an emergency exists as a result of which (a) disposal by
the  Trust of securities owned  by it is not reasonably  practical, or (b) it is
not reasonably practical for the  Trust to determine the  fair value of its  net
assets; (3) for such other periods as the Securities and Exchange Commission may
by order permit for the protection of the Trust's shareholders.
 
                                     TAXES
   (SEE "DIVIDENDS AND DISTRIBUTIONS" AND "TAXES" IN THE TRUST'S PROSPECTUS)
 
    The  Trust intends to continue to  qualify as a regulated investment company
under the Internal  Revenue Code (the  "Code"). During the  Trust's last  fiscal
year,  the Trust  so qualified. By  so qualifying,  the Trust is  not subject to
federal income tax on  its net investment income  or net realized capital  gains
which are distributed to shareholders.
 
    Distributions  of  net tax-exempt  income, in  the form  of "exempt-interest
dividends", are excludible from the shareholder's income for federal income  tax
purposes   (except  as   provided  below)   if  the   Trust  qualifies   to  pay
exempt-interest dividends.  Distributions of  other  investment income  and  any
realized  short-term  capital  gains  are taxable  to  shareholders  as ordinary
income. The Trust does  not anticipate that any  distributions will be  eligible
for the dividends-received deduction for corporate shareholders.
 
                                      B-21
<PAGE>
   
    Distributions   of  realized   long-term  capital   gains  are   taxable  to
shareholders as long-term  capital gain, regardless  of the length  of time  the
shares  of  the Trust  have been  held  by such  shareholders and  regardless of
whether the distribution  is received  in cash  or is  reinvested in  additional
Trust  shares.  The computation  of  net capital  gains  takes into  account any
capital loss carryforward of  the Trust. During its  fiscal year ended  February
29, 1996, the Trust utilized prior fiscal-year carryover losses of $882,100.
    
 
    Investments  in the Trust, generally, would  not be suitable for non-taxable
entities, such as tax-exempt institutions,  qualified retirement plans, H.R.  10
plans  and individual retirement accounts, since  an investor would not gain any
additional federal tax benefit from the receipt of tax-exempt income.
 
    The Code may require a shareholder who receives exempt-interest dividends to
treat as  taxable  income a  portion  of certain  otherwise  non-taxable  social
security  and railroad retirement benefit payments. Furthermore, that portion of
any dividend paid  by the  Trust which  represents income  derived from  private
activity  bonds held by  the Trust may  not retain its  tax-exempt status in the
hands of a shareholder  who is a  "substantial user" of  a facility financed  by
such  bonds,  or  a "related  person".  Moreover,  some or  all  of  the Trust's
dividends may be  a specific  preference item or  a component  of an  adjustment
item,   for  purposes   of  determining   federal  alternative   minimum  taxes.
Additionally, the receipt of Trust dividends and distributions may affect (1)  a
corporate   shareholder's  federal  "environmental"  tax  liability  and  (2)  a
Subchapter S corporate  shareholder's federal  "excess net  passive income"  tax
liability.
 
    As  described above and in  the Trust's Prospectus, the  Trust may invest in
certain types of  futures contracts and  may purchase or  sell certain types  of
options. The Trust anticipates that these investment activities will not prevent
the  Trust from qualifying as a regulated investment company. As a general rule,
these investment activities will  increase or decrease  the amount of  long-term
and  short-term capital gains or losses realized by the Trust, and, accordingly,
will affect the amount of capital gains distributed to the Trust's shareholders.
 
    A shareholder may  realize a capital  gain or  capital loss on  the sale  or
redemption  of shares of the Trust. The tax consequences of a sale or redemption
depend upon several factors, including the shareholder's tax basis in the shares
sold or redeemed and the length of time the shares have been held. Basis in  the
shares  may be the actual cost of those  shares (net asset value of Trust shares
on purchase or  reinvestment date),  or under  special rules,  an average  cost.
Under certain circumstances, a loss on the sale or redemption of shares held for
six months or less may be treated as a long-term capital loss to the extent that
the  Trust  has distributed  long-term capital  gain  dividends on  such shares.
Moreover, a loss on sale or redemption of Trust shares will be disallowed to the
extent the shareholder purchases other shares of the Trust within 30 days before
or after the date the shares are sold or redeemed.
 
    The Code requires each regulated  investment company to pay a  nondeductible
4%  excise  tax to  the  extent the  company  does not  distribute,  during each
calendar year, 98% of its ordinary income, determined on a calendar year  basis,
and 98% of its capital gains, determined, in general, on an October 31 year end,
plus  certain undistributed amounts  from previous years.  The Trust anticipates
that it will  make sufficient timely  distributions to avoid  imposition of  the
excise tax.
 
                                      B-22
<PAGE>
   
    All  distributions  including  distributions  of  exempt-interest dividends,
whether received in Trust shares or  cash, must be reported by each  shareholder
on  his  federal  income  tax  return.  Although  exempt-interest  dividends are
reportable on  one's  tax  return,  those  dividends  are  excludable  from  the
investor's  taxable  income for  federal income  tax  purposes. Under  the Code,
dividends declared  by  the Trust  in  October,  November and  December  of  any
calendar  year, and payable  to shareholders of  record in such  month, shall be
deemed to have been received by the shareholder on December 31 of such  calendar
year if such dividend is actually paid in January of the following year.
    
 
    A  distribution by the Trust reduces the  Trust's net asset value per share.
Such a distribution  may be  taxable to the  shareholder as  ordinary income  or
capital  gain as described above, even though, from an investment standpoint, it
may constitute a return of capital.  In particular, investors should be  careful
to  consider the tax implications of buying shares just prior to a capital gains
distribution. The price of shares purchased at that time at the net asset  value
per  share includes the amount of the forthcoming distribution. Those purchasing
just prior to  a distribution will  then receive  a return of  capital upon  the
distribution which may nevertheless be taxable to them.
 
    For  shareholders who fail to furnish to  the Trust their social security or
taxpayer identification numbers and certain related information, or who fail  to
certify  that they  are not subject  to back-up  withholding, taxable dividends,
distributions of capital gains and redemption proceeds paid by the Trust will be
subject to a 31% federal income tax withholding requirement. If the  withholding
provisions  are applicable, any such dividends or capital gains distributions to
these shareholders,  whether taken  in cash  or reinvested  in additional  Trust
shares,  and any redemption proceeds will be  reduced by the amounts required to
be withheld.
 
    The foregoing discussion relates  solely to U.S. federal  income tax law  as
applicable  to U.S. persons (i.e., U.S.  citizens or residents and U.S. domestic
corporations, partnerships, trusts  and estates)  and is  not intended  to be  a
complete discussion of all federal tax consequences. Shareholders are advised to
consult with their tax advisers concerning the application of federal, state and
local taxes to an investment in the Trust.
 
                                PERFORMANCE DATA
 
    From  time to time, the  Trust may state its  total return in advertisements
and investor communications. Total return may be stated for any relevant  period
as  specified in  the advertisement  or communication.  Any statements  of total
return or other performance data on the Trust will be accompanied by information
on the Trust's average  annual total return over  the most recent four  calendar
quarters  and the period from the Trust's inception of operations. The Trust may
also advertise aggregate total return information for different periods of time.
 
                                      B-23
<PAGE>
    The Trust's average  annual total  return is  determined by  reference to  a
hypothetical   $1,000   investment  that   includes  capital   appreciation  and
depreciation for the stated period, according to the following formula:
                                 T =# ERV/P - 1
                                       n
 
<TABLE>
<S>        <C>        <C>        <C>
Where:     P          =          a hypothetical initial purchase order of $1,000
           T          =          average annual total return
           n          =          number of years
           ERV        =          ending redeemable value of the hypothetical $1,000 purchase at the end of
                                 the period.
</TABLE>
 
    Aggregate total return is  calculated in a similar  manner, except that  the
results  are not  annualized. Each  calculation assumes  that all  dividends and
distributions are reinvested at net asset value on the reinvestment dates during
the period.
 
    As stated in the Prospectus, the Trust  may also quote its current yield  in
advertisements and investor communications.
 
    The  yield computation is  determined by dividing  the net investment income
per share earned during the  period by the maximum  offering price per share  on
the  last day of the  period and annualizing the  resulting figure, according to
the following formula:
 
<TABLE>
<S>        <C>        <C>        <C>
Yield = 2    a - b           +1       6 -1
           (   )  cd
</TABLE>
 
<TABLE>
<S>        <C>        <C>        <C>
Where:     a          =          dividends and interest earned during the period (calculated as required by
                                 the Securities and Exchange Commission);
           b          =          expenses accrued for the period (net of reimbursements);
           c          =          the average daily number of shares outstanding during the period that were
                                 entitled to receive dividends;
           d          =          the maximum offering price per share on the last day of the period.
</TABLE>
 
    The above formula will be used in calculating quotations of yield, based  on
specified 30-day periods identified in advertising by the Trust.
 
    The  Trust may also, from  time to time, include  a reference to its current
quarterly or  annual  distribution rate  in  investor communications  and  sales
literature  preceded  or accompanied  by  a Prospectus,  reflecting  the amounts
actually distributed to shareholders which could include capital gains and other
items of income  not reflected in  the Trust's  yield, as well  as interest  and
dividend  income received by the Trust and distributed to shareholders (which is
reflected in the Trust's yield).
 
    All  calculations  of  the  Trust's  distribution  rate  are  based  on  the
distributions per share which are declared, but not necessarily paid, during the
fiscal  year. The distribution rate is  determined by dividing the distributions
declared during the period by the maximum  offering price per share on the  last
day  of  the period  and annualizing  the resulting  figure. In  calculating its
distribution rate, the Trust
 
                                      B-24
<PAGE>
has used  the same  assumptions that  apply  to its  calculation of  yield.  The
distribution  rate does not reflect capital  appreciation or depreciation in the
price of  the Trust's  shares and  should not  be considered  to be  a  complete
indicator of the return to the investor on his investment.
 
    The  Trust's  current  yield,  distribution rate  and  total  return  may be
compared to relevant  indices, including U.S.  domestic tax-exempt bond  indices
and  data from Lipper  Analytical Services, Inc., or  Standard & Poor's Indices.
From time to time, evaluations of the Trust's performance by independent sources
may also be used  in advertisements and in  information furnished to present  or
prospective investors in the Trust.
 
                             ADDITIONAL INFORMATION
 
    The  Declaration of  Trust provides  that obligations  of the  Trust are not
binding upon the Trustees individually but only upon the property of the  Trust,
that  the Trustees  and officers will  not be  liable for errors  of judgment or
mistakes of fact  or law, and  that the  Trust will indemnify  its Trustees  and
officers against liabilities and expenses incurred in connection with litigation
in  which they may be involved because of their offices with the Trust except if
it is determined in the  manner provided in the  Declaration of Trust that  they
have not acted in good faith in the reasonable belief that their actions were in
the  best interests of the  Trust. However, nothing in  the Declaration of Trust
protects or indemnifies a Trustee or  officer against any liability to which  he
would  otherwise be subject  by reason of willful  misfeasance, bad faith, gross
negligence, or reckless disregard of the  duties involved in the conduct of  his
office.  The Declaration of  Trust provides that  a Trustee of  the Trust can be
removed with cause if two-thirds of the remaining Trustees vote that the Trustee
be removed.
 
EXPERTS
 
    The financial statements of the Trust and the financial highlights  included
in  the Fund's  Annual Report to  Shareholders and incorporated  by reference in
this Statement of Additional Information have been so incorporated by  reference
in  reliance on  the report of  Price Waterhouse,  LLP, independent accountants,
given on the authority of said firm as experts in auditing and accounting.
 
CUSTODIAN
 
    The Trust  employs  State Street  Bank  and  Trust Company,  Boston,  MA  as
custodian  for the Trust. The  custodian's responsibilities include safeguarding
and controlling  the  Trust's cash  and  securities, handling  the  receipt  and
delivery  of securities  and collecting  interest and  dividends on  the Trust's
investments. The custodian  does not  determine the investment  policies of  the
Trust or decide which securities the Trust will buy or sell.
 
                              FINANCIAL STATEMENTS
 
   
    The  Trust's  financial statements  for the  year  ended February  29, 1996,
including the financial  highlights for  each of the  five fiscal  years in  the
period  ended  February  29,  1996  appearing  in  the  1996  Annual  Report  to
Shareholders and  the  report  thereon of  Price  Waterhouse,  LLP,  independent
accountants,  appearing therein, are incorporated by reference in this Statement
of Additional Information.
    
 
   
    The Trust's  1996  Annual  Report  to Shareholders  is  enclosed  with  this
Statement of Additional Information.
    
 
                                      B-25
<PAGE>
                                SECURITY RATINGS
 
RATINGS OF MUNICIPAL SECURITIES
 
    MOODY'S  INVESTORS SERVICE, INC. AAA--the  "best quality", AA--"high quality
by all standards", but  margins of protection or  other elements make  long-term
risks  appear somewhat larger  than Aaa rated  municipal bonds. A--"upper medium
grade obligations". Security for principal and interest are considered adequate,
but elements  may  be  present  which suggest  a  susceptibility  to  impairment
sometime in the future. BAA--"medium grade", neither highly protected nor poorly
secured;  interest  payments  and  principal security  appear  adequate  for the
present,  but   certain  protective   elements  may   be  lacking   or  may   be
characteristically  unreliable over any  great length of  time; lack outstanding
investment characteristics and in fact  may have speculative characteristics  as
well. BA--judged to have speculative elements; their future cannot be considered
as  well assured. Often the protection of interest and principal payments may be
very moderate and thereby  not well safeguarded during  both good and bad  times
over  the future.  Uncertainty of  position characterizes  bonds in  this class.
B--generally lack  characteristics of  the  desirable investment.  Assurance  of
interest and principal payments or of maintenance of other terms of the contract
over any long period of time may be small.
 
    STANDARD  & POOR'S  CORPORATION. AAA--"obligations of  the highest quality".
AA--issues with investment characteristics "only slightly less marked than those
of the prime quality issues". A--  "the third strongest capacity for payment  of
debt  service". Principal  and interest payments  on bonds in  this category are
regarded as safe. It differs from  the two higher ratings because, with  respect
to  general  obligations  bonds, there  is  some weakness  which,  under certain
adverse circumstances,  might impair  the ability  of the  issuer to  meet  debt
obligations  at some  future date. With  respect to revenue  bonds, debt service
coverage is good,  but not exceptional,  and stability of  the pledged  revenues
could  show  some  variations  because  of  increased  competition  or  economic
influences in revenues. BBB--the lowest "investment grade" security rating.  The
difference  between A  and BBB ratings  is that  the latter shows  more than one
fundamental weakness, or one very substantial fundamental weakness. With respect
to revenue bonds, debt coverage is only fair. Stability of the pledged  revenues
could  show substantial variations, with the revenue flow possibly being subject
to erosion  over  time.  BB  and B--  regarded,  on  balance,  as  predominantly
speculative  with respect  to the  issuer's capacity  to pay  interest and repay
principal in  accordance with  the terms  of the  obligation. BB  indicates  the
lowest  degree of speculation.  While debt rated  BB or B  will likely have some
quality  and  protective  characteristics,   these  are  outweighted  by   large
uncertainties or major risk exposures to adverse conditions.
 
RATINGS OF MUNICIPAL NOTES
 
    MOODY'S  INVESTORS  SERVICE,  INC.  MIG-1:  the  best  quality.  MIG-2: high
quality, with  margins for  protection ample  although not  so large  as in  the
preceding  group. MIG-3: favorable quality, with all security elements accounted
for, but lacking the undeniable strength of the preceding grades. Market  access
for refinancing, in particular, is likely to be less well established.
 
    STANDARD  & POOR'S CORPORATION. SP-1: Very  strong capacity to pay principal
and interest. SP-2: Satisfactory capacity to pay principal and interest.
 
RATINGS OF COMMERCIAL PAPER
 
    MOODY'S INVESTORS SERVICE,  INC. PRIME-1: highest  quality. PRIME-2:  higher
quality.
 
    STANDARD  & POOR'S  CORPORATION. A-1: A  very strong degree  of safety. A-2:
Strong degree of safety.
 
                                      B-26
<PAGE>
                      VALUE LINE NEW YORK TAX EXEMPT TRUST
                                     PART C
                               OTHER INFORMATION
 
ITEM 24.  FINANCIAL STATEMENTS AND EXHIBITS.
 
   
    a.  Financial Statements
       Included in Part A of this Registration Statement:
         Financial Highlights for each of the eight years in the period ended
         February 29, 1996 and the period from July 2, 1987 to February 29,
         1988.
    
 
   
        Incorporated by reference in Part B of this Registration Statement:*
         Schedule of Investments at February 29, 1996
        Statement of Assets and Liabilities at February 29, 1996
        Statement of Operations for the year ended February 29, 1996
        Statements of Changes in Net Assets for the years ended February 29,
       1996 and February 28, 1995
        Financial Highlights for each of the five years in the period ended
       February 29, 1996.
        Notes to Financial Statements
        Report of Independent Accountants
    
 
        Statements, schedules and historical information other than those listed
       above  have been omitted since they are  either not applicable or are not
       required.
- ---------
   
    *  Incorporated by reference from the Annual Report to Shareholders for  the
year ended
      February 29, 1996.
    
 
    b.  Exhibits
 
    16. Calculation of Performance Data--Exhibit 1
 
ITEM 25.  PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT.
 
          None.
 
ITEM 26.  NUMBER OF HOLDERS OF SECURITIES.
 
   
    As of February 29, 1996, there were 1,050 holders of the Registrant's shares
of beneficial interest, $.01 par value per share.
    
 
ITEM 27.  INDEMNIFICATION.
 
    Incorporated  by reference from  Post-Effective Amendment No.  1 (filed with
the Commission November 5, 1987).
 
                                      C-1
<PAGE>
ITEM 28.  BUSINESS OR OTHER CONNECTIONS OF INVESTMENT ADVISER.
 
    Value Line,  Inc.,  Registrant's  investment  adviser,  acts  as  investment
adviser  for a number of individuals,  trusts, corporations and institutions, in
addition to the  registered investment  companies in  the Value  Line Family  of
Funds listed in Item 29.
 
   
<TABLE>
<CAPTION>
                                       POSITION WITH
            NAME                        THE ADVISER                             OTHER EMPLOYMENT
- ----------------------------  -------------------------------  ---------------------------------------------------
<S>                           <C>                              <C>
Jean Bernhard Buttner         Chairman of the Board,           Chairman of the Board and Chief Executive Officer
                              President and Chief              of Arnold Bernhard & Co., Inc. and Value Line
                              Executive Officer                Publishing, Inc. Chairman of the Value Line Funds
                                                               and Value Line Securities, Inc.
Samuel Eisenstadt             Senior Vice President and
                              Director
 
David T. Henigson             Vice President, Treasurer and    Vice President and a Director of Arnold Bernhard &
                              Director                         Co., Inc. and the Distributor
 
Howard A. Brecher             Vice President, Secretary and    Secretary and Treasurer of Arnold Bernhard & Co.,
                              Director                         Inc.
 
Harold Bernard, Jr.           Director                         Administrative Law Judge
 
William S. Kanaga             Director                         Retired Chairman of Arthur Young (now Ernst &
                                                               Young)
 
W. Scott Thomas               Director                         Partner, Brobeck, Phleger & Harrison, attorneys.
</TABLE>
    
 
                                      C-2
<PAGE>
ITEM 29.  PRINCIPAL UNDERWRITERS.
 
   
    (a)  Value  Line Securities,  Inc., acts  as  principal underwriter  for the
       following Value  Line Funds,  including the  Registrant: The  Value  Line
       Fund,  Inc.; The  Value Line  Income Fund,  Inc.; The  Value Line Special
       Situations Fund, Inc.; Value Line  Leveraged Growth Investors, Inc.;  The
       Value  Line Cash Fund, Inc.; Value  Line U.S. Government Securities Fund,
       Inc.; Value Line Centurion  Fund, Inc.; The Value  Line Tax Exempt  Fund,
       Inc.;  Value Line  Convertible Fund,  Inc.; Value  Line Aggressive Income
       Trust; Value Line New York Tax  Exempt Trust; Value Line Strategic  Asset
       Management  Trust; Value  Line Intermediate  Bond Fund,  Inc.; Value Line
       Small-Cap Growth  Fund, Inc.;  Value Line  Asset Allocation  Fund,  Inc.;
       Value LIne U.S. Multinational Company Fund, Inc.
    
 
    (b)
 
<TABLE>
<CAPTION>
                                       (2)
                                   POSITION AND                     (3)
           (1)                       OFFICES                    POSITION AND
    NAME AND PRINCIPAL           WITH VALUE LINE                OFFICES WITH
     BUSINESS ADDRESS            SECURITIES, INC.                REGISTRANT
- --------------------------  --------------------------  ----------------------------
<S>                         <C>                         <C>
Jean Bernhard Buttner       Chairman of the Board       Chairman of the Board
 
David T. Henigson           Vice President, Secretary,  Vice President, Secretary
                            Treasurer and Director      and Treasurer
 
Stephen LaRosa              Asst. Vice President        Asst. Treasurer,
                                                        Asst. Secretary
</TABLE>
 
        The business address of each of the officers and directors is 220 East
        42nd Street, New York, NY 10017-5891.
 
    (c) Not applicable.
 
                                      C-3
<PAGE>
ITEM 30.  LOCATION OF ACCOUNTS AND RECORDS.
 
    Value Line, Inc., 220 East 42nd St., New York, NY 10017 for records pursuant
to  Rule 31a-1(b)(4),(5),(6),(7),(10),(11), Rule 31a-(i),  State Street Bank and
Trust Company, c/o  NFDS, P.O.  Box 419729, Kansas  City, MO  64141 for  records
pursuant  to  Rule 31a-1(b)(2)(iv),  State Street  Bank  and Trust  Company, 225
Franklin Street, Boston, MA 02110 for all other records.
 
ITEM 31.  MANAGEMENT SERVICES.
 
    None.
 
ITEM 32.  UNDERTAKINGS.
 
    Registrant undertakes  to  furnish  each  person to  whom  a  prospectus  is
delivered  with a copy of the Registrant's latest annual report to shareholders,
upon request and without charge.
 
                                 --------------
 
                       CONSENT OF INDEPENDENT ACCOUNTANTS
 
   
    We hereby consent to  the incorporation by reference  in the Prospectus  and
Statement  of Additional Information, constituting  parts of this Post-Effective
Amendment No. 10 to the registration  statement on Form N-1A (the  "Registration
Statement"),  of  our report  dated April  19, 1996,  relating to  the financial
statements and financial highlights  appearing in the  February 29, 1996  Annual
Report  to Shareholders of Value Line New  York Tax Exempt Trust, which are also
incorporated by reference into  the Registration Statement.  We also consent  to
the  references to us under the heading "Financial Highlights" in the Prospectus
and under the  headings "Additional Information"  and "Financial Statements"  in
the Statement of Additional Information.
    
 
PRICE WATERHOUSE LLP
 
   
1177 Avenue of the Americas
New York, New York
June 20, 1996
    
 
                                      C-4
<PAGE>
                                   SIGNATURES
 
   
    Pursuant  to  the  requirements  of  the  Securities  Act  of  1933  and the
Investment Company Act of 1940, the  Registrant certifies, that it meets all  of
the  requirements for effectiveness  of this Registration  Statement pursuant to
Rule 485(b) under the Securities Act of 1933 and has duly caused this  Amendment
to  its Registration Statement  to be signed  on its behalf  by the undersigned,
thereunto duly authorized, in the  City of New York, and  State of New York,  on
the 20th day of June, 1996.
    
 
                                          VALUE LINE NEW YORK TAX EXEMPT TRUST
                                           By:       /s/ DAVID T. HENIGSON
                                              ..................................
                                                      DAVID T. HENIGSON
                                                       Vice President
 
    Pursuant  to the requirements of the  Securities Act of 1933, this Amendment
has been signed  below by the  following persons  in the capacities  and on  the
dates indicated.
 
   
<TABLE>
<CAPTION>
                  SIGNATURES                                        TITLE                             DATE
- ----------------------------------------------  ----------------------------------------------  -----------------
 
<C>                                             <S>                                             <C>
            * /s/ JEAN B. BUTTNER               Chairman and Trustee; President; Chief              June 20, 1996
              (JEAN B. BUTTNER)                   Executive Officer
 
              * JOHN W. CHANDLER                Trustee                                             June 20, 1996
              (JOHN W. CHANDLER)
 
                * LEO R. FUTIA                  Trustee                                             June 20, 1996
                (LEO R. FUTIA)
 
               *CHARLES E. REED                 Trustee                                             June 20, 1996
              (CHARLES E. REED)
 
             * PAUL CRAIG ROBERTS               Trustee                                             June 20, 1996
             (PAUL CRAIG ROBERTS)
 
                /s/ DAVID T. HENIGSON           Secretary and Treasurer; Principal Financial        June 20, 1996
 .............................................    and Accounting Officer
             (DAVID T. HENIGSON)
</TABLE>
    
 
* By       /s/ DAVID T. HENIGSON
    ..................................
           (DAVID T. HENIGSON,
            Attorney-in-fact)
 
                                      C-5


<PAGE>

                        VALUE LINE NEW YORK TAX EXEMPT TRUST

                  SCHEDULE FOR COMPUTATION OF PERFORMANCE QUOTATION
                                     EXHIBIT 16


Year(s) Ended 2/29/96          1 year          5 years        8.67 years*
                               ------          -------        -----------

Initianl Investment:           1,000            1,000           1,000
Balance at End of Period:      1,100            1,515           1,917
Change:                          100              515             917

Percentage Change:             10.00%           51.50%          91.78%

Average Annual Total Return:   10.00%            8.44%           7.79%

* from 7/2/87 (commencement of operations)



<TABLE> <S> <C>

<PAGE>
<ARTICLE> 6
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          FEB-29-1996
<PERIOD-START>                             MAR-01-1995
<PERIOD-END>                               FEB-29-1996
<INVESTMENTS-AT-COST>                           38,378
<INVESTMENTS-AT-VALUE>                          39,822
<RECEIVABLES>                                      514
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                39
<TOTAL-ASSETS>                                  40,375
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          206
<TOTAL-LIABILITIES>                                206
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        38,276
<SHARES-COMMON-STOCK>                            3,909
<SHARES-COMMON-PRIOR>                            3,989
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                            449
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         1,444
<NET-ASSETS>                                    40,169
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                2,298
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     366
<NET-INVESTMENT-INCOME>                          1,932
<REALIZED-GAINS-CURRENT>                         1,405
<APPREC-INCREASE-CURRENT>                          430
<NET-CHANGE-FROM-OPS>                            3,767
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        1,932
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                            322
<NUMBER-OF-SHARES-REDEEMED>                        539
<SHARES-REINVESTED>                                138
<NET-CHANGE-IN-ASSETS>                           1,030
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                        (956)
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