VALUE LINE US MULTINATIONAL CO FUND INC
497J, 1996-05-29
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                                VALUE LINE, INC.

                              220 East 42nd Street
                         New York, New York  10017-5891
                  Phone:  (212)907-1500 / Fax:  (212)818-9747





                                              May 28, 1996





Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

          Re:  Value Line U.S. Multinational Company Fund, Inc.
               File #33-60829
               Rule 497(j)
               ----------------------------------------

Dear Sir/Madam:

     On behalf of the Registrant, the undersigned certifies that the form of
Prospectus and Statement of Additional Information that would have been filed
under Section 497(c) would not have differed from those contained in the text of
the Registrant's most recent post-effective amendment to its registration
statement that was filed electronically via Edgar with the Securities and
Exchange Commission.

                                                       Very truly yours,



                                                       Peter D. Lowenstein
                                                       Legal Counsel




PDL:psp



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