<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)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 238
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 366
<AVERAGE-NET-ASSETS> 39,701
<PER-SHARE-NAV-BEGIN> 9.81
<PER-SHARE-NII> .491
<PER-SHARE-GAIN-APPREC> .470
<PER-SHARE-DIVIDEND> .491
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 10.28
<EXPENSE-RATIO> .92
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>