N-CSRS 1 t68548_ncsrs.htm FORM N-CSR t68548_ncsrs.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file Number _811-02278_

­­ Value Line Premier Growth Fund, Inc.
(Exact name of registrant as specified in charter)

220 East 42nd Street, New York, N.Y. 10017
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: 212-907-1500

Date of fiscal year end: December 31

Date of reporting period: June 30, 2010
 
 
 

 
 
Item I.
Reports to Stockholders.
 
A copy of the Semi-Annual Report to Stockholders for the period ended 6/30/10 is included with this Form.
 
               
               
               
 
INVESTMENT ADVISER
 
EULAV Asset Management, LLC
 
S E M I – A N N U A L  R E P O R T
   
     
220 East 42nd Street
 
J u n e  3 0 ,  2 0 1 0
   
     
New York, NY 10017-5891
   
           
 
DISTRIBUTOR
 
EULAV Securities, Inc.
   
     
220 East 42nd Street
   
     
New York, NY 10017-5891
   
           
 
CUSTODIAN BANK
 
State Street Bank and Trust Co.
   
     
225 Franklin Street
   
     
Boston, MA 02110
   
           
 
SHAREHOLDER
 
State Street Bank and Trust Co.
   
 
SERVICING AGENT
 
c/o BFDS
   
     
P.O. Box 219729
   
     
Kansas City, MO 64121-9729
   
           
 
INDEPENDENT
 
PricewaterhouseCoopers LLP
   
 
REGISTERED PUBLIC
 
300 Madison Avenue
Value Line
Premier Growth
Fund, Inc.
 
 
ACCOUNTING FIRM
 
New York, NY 10017
 
         
 
LEGAL COUNSEL
 
Peter D. Lowenstein, Esq.
 
     
496 Valley Road
 
     
Cos Cob, CT 06807-0272
 
         
 
DIRECTORS
 
Joyce E. Heinzerling
 
     
Francis C. Oakley
 
     
David H. Porter
   
     
Paul Craig Roberts
   
     
Thomas T. Sarkany
   
     
Nancy-Beth Sheerr
   
     
Daniel S. Vandivort
   
           
 
OFFICERS
 
Mitchell E. Appel
   
     
President
   
     
Howard A. Brecher
   
     
Vice President and Secretary
graphic
 
     
Michael J. Wagner
 
     
Chief Compliance Officer
 
     
Emily D. Washington
 
     
Treasurer
 
         
         
         
         
         
 
 
 
     
     
     
       
 
This unaudited report is issued for information to shareholders. It is not authorized for distribution to prospective investors unless preceded or accompanied by a currently effective prospectus of the Fund (obtainable from the Distributor).
   
 
#00072830
   

 
 

 
 
Value Line Premier Growth Fund, Inc.
 
To Our Value Line Premier
 
To Our Shareholders (unaudited):
 
Enclosed is your semi-annual report for the six months ended June 30, 2010. I encourage you to carefully review this report, which includes economic observations, your Fund’s performance data and highlights, schedule of investments, and financial statements.
 
The Value Line Premier Growth Fund, Inc. (the “Fund”) showed a total return of -3.76% for the six-month period, versus a total return of -6.65% for the benchmark Standard & Poor’s 500 Stock Index.(1)
 
After outperforming the benchmark index in last year’s strong stock market, the Fund’s disciplined investment strategy is again outperforming the benchmark index in this year’s weak stock market. That strategy calls for investing in high-quality companies with proven long-term records of success, demonstrated by superior earnings performance and superior stock performance relative to their competition. We follow up these investments by closely monitoring quarterly earnings reports and relative stock momentum of the Fund’s holdings for any signs of sub-par performance. With about 300 stocks in the portfolio, we do not become attached to any single holding and do not hesitate to sell laggards, replacing them with stocks showing superior momentum. Yet annual portfolio turnover has averaged a moderate 27% over the past five years, limiting trading expenses.
 
The widely diversified portfolio contains representatives from nearly every industry. The diversification is also reflected in the fact that only 12% of the Fund’s assets are invested in the portfolio’s ten largest holdings, as of June 30th. We invest across the entire range of company size, too. Current holdings are about 25% large-capitalization, 55% mid-cap, and 20% small-cap.
 
Lipper Inc., the independent mutual fund advisory service, has awarded its top Lipper Leader rating to your Fund for both Total Return and Consistent Return, as of August 2010.
 
We believe our time-tested investment strategy will continue to serve the Fund well.
 
Thank you for your continued confidence in us.
 
 
Sincerely,
   
       
 
/s/ Mitchell Appel
   
 
Mitchell Appel, President
       
 
/s/ Stephen E. Grant
   
 
Stephen E. Grant, Portfolio Manager

   
(1)
The Standard & Poor’s 500 Index consists of 500 stocks which are traded on the New York Stock Exchange, American Stock Exchange and the NASDAQ National Market System and is representative of the broad stock market. This is an unmanaged index and does not reflect charges, expenses or taxes. It is not possible to directly invest in this index.
 
 

2

 
 
Value Line Premier Growth Fund, Inc.
 
Growth Fund Shareholders
 
Economic Observations (unaudited)
 
The recession, which commenced in the latter stages of 2007 and proved long and disruptive, ended last year to all intents and purposes, although the National Bureau of Economic Research, which assigns beginning and ending dates to such downturns, has yet to rule officially on the matter. In all, the business contractionwhich produced a succession of quarterly declines in the U.S. gross domestic product along with countless other upheavals—apparently concluded with the restoration of GDP growth in the final half of 2009 and the first three months of this year. The nascent up cycle in this country has been underpinned so far by a positive swing in the inventory cycle, a strengthening in business equipment spending, generally better results on the industrial and consumer fronts, and some selective signs of stability on the housing front—which remains among the weakest links in the economic recovery chain.
 
Going forward, the upturn should be supported by improving consumer and industrial activity, and further stabilization in the troubled housing sector. It is worth noting that the prospective rate of GDP growth in 2010 is likely to be 3%, or so which is modestly below the historical norm of 3%-4%. The slight underperformance is traceable to lingering softness in the aforementioned housing market and the employment sector. Until those areas show more sustained strength, we may not see the materially higher levels of consumer spending needed for stronger business growth.
 
The long and painful recession was traceable to several events, beginning with sharp declines in housing construction, home sales, and real estate prices. Other contributing factors included a large reduction in credit availability, a high level of bank failures, increasing foreclosures and bank repossessions, a multi-decade high in the unemployment rate, weak retail activity, and trendless manufacturing. Unfortunately, several of these problems are likely to stay with us for some months yet—notably the aforementioned weakness in housing and job growth. Such prospective difficulties underscore why we expect modestly below-trend rates of GDP growth for now. Encouragingly, though, most business barometers are now either stabilizing or improving.
 
Meanwhile, one evolving concern, and a reason we are taking a somewhat cautious view of things at the moment, is the deterioration in the outlook across parts of Europe stemming from the proliferation of sovereign-debt worries in Greece, and to a lesser degree in Portugal, Spain, Ireland, and the United Kingdom. True, the European Union recently has fashioned a bailout package for Greece and other troubled nations in the euro zone. However, at this point, it is too soon to gauge whether these ambitious steps will be sufficient to stem the tide of concern on the Continent. It is also premature to make a determination as to whether or not Europe’s woes will have an effect along our shores. Our sense, at this point, is that our own recovery will not be seriously threatened. However, some fallout is likely, especially as the sinking euro makes our exports more costly overseas, potentially reducing a key source of our own prosperity.
 
Finally, inflation, which moved up sharply last year, following dramatic gains in oil, food, and commodity prices, has now moved onto a more stable and largely benign path. Going forward, we expect pricing to chart an uneven course, with often sizable swings in oil and commodities being the norm, as the economy’s evolving expansion most likely continues. On average, we think prices will increase less sharply over the next year or two than they did before the 2007-2009 recession. Looking further out, we see pricing pressures developing later on in the business up cycle—as is only natural—as demand for labor and materials revives. The Federal Reserve, meanwhile, continues to express support for an accommodative monetary approach. As a result, we now think the Fed is unlikely to raise interest rates until early next year. Once it does opt to tighten, we believe it will do so gingerly. That is because the risks to the sustainability of the up cycle seem too great for the lead bank to move to a materially tighter monetary policy anytime soon—particularly given the volatility in Europe.

 

3

 
 
Value Line Premier Growth Fund, Inc.
 
 
FUND EXPENSES (unaudited):
 
Example
 
As a shareholder of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2010 through June 30, 2010).
 
Actual Expenses
 
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if transactional costs were included, your costs would have been higher.
                   
   
Beginning
account value
1/1/10
   
Ending
account value
6/30/10
   
Expenses
paid during
period 1/1/10
thru 6/30/10*
 
Actual
  $ 1,000.00     $ 962.40     $ 5.55  
Hypothetical (5% return before expenses)
  $ 1,000.00     $ 1,019.14     $ 5.71  
 
   
*
Expenses are equal to the Fund’s annualized expense ratio of 1.14% multiplied by the average account value over the period, multiplied by 181/365 to reflect the one-half year period. This expense ratio may differ from the expense ratio shown in the Financial Highlights. The annualized expense ratio would have been 1.22% gross of nonrecurring legal fee reimbursement.

 

4

 
 
Value Line Premier Growth Fund, Inc.
 
Portfolio Highlights at June 30, 2010 (unaudited)
 
Ten Largest Holdings

Issue
  Shares    
Value
   
Percentage of
Net Assets
 
Express Scripts, Inc.
   
80,000
   
$
3,761,600
     
1.4
%
Intuitive Surgical, Inc.
   
10,000
   
$
3,156,200
     
1.2
%
Henry Schein, Inc.
   
56,000
   
$
3,074,400
     
1.1
%
Cognizant Technology Solutions Corp. Class A
   
60,000
   
$
3,003,600
     
1.1
%
Companhia de Bebidas das Americas ADR
   
29,000
   
$
2,929,290
     
1.1
%
Alexion Pharmaceuticals, Inc.
   
56,000
   
$
2,866,640
     
1.0
%
Southwestern Energy Co.
   
70,000
   
$
2,704,800
     
1.0
%
HDFC Bank Ltd. ADR
   
18,300
   
$
2,616,351
     
1.0
%
Salesforce.com, Inc.
   
30,000
   
$
2,574,600
     
0.9
%
ANSYS, Inc.
   
60,000
   
$
2,434,200
     
0.9
%
                         
                         
Asset Allocation – Percentage of Total Net Assets

GRAPHIC

 
Sector Weightings – Percentage of Total Investment Securities

GRAPHIC


 

5

 
 
Value Line Premier Growth Fund, Inc.
 
Schedule of Investments (unaudited)
 
Shares
     
Value
 
COMMON STOCKS (99.1%)
       
               
     
CONSUMER DISCRETIONARY (10.8%)
       
 
50,250
 
Aeropostale, Inc. *
 
$
1,439,160
 
 
8,400
 
AutoZone, Inc. *
   
1,623,048
 
 
20,000
 
Bed Bath & Beyond, Inc. *
   
741,600
 
 
32,000
 
BorgWarner, Inc. *
   
1,194,880
 
 
34,500
 
Buckle, Inc. (The)
   
1,118,490
 
 
7,100
 
Central European Media Enterprises Ltd. Class A *
   
141,290
 
 
39,200
 
Ctrip.com International Ltd. ADR *
   
1,472,352
 
 
8,000
 
Deckers Outdoor Corp. *
   
1,142,960
 
 
11,400
 
DeVry, Inc.
   
598,386
 
 
17,000
 
DIRECTV Class A *
   
576,640
 
 
7,000
 
Gildan Activewear, Inc. *
   
200,550
 
 
46,000
 
Guess?, Inc.
   
1,437,040
 
 
8,000
 
hhgregg, Inc. *
   
186,560
 
 
29,000
 
HSN, Inc. *
   
696,000
 
 
15,500
 
ITT Educational Services, Inc. *
   
1,286,810
 
 
27,000
 
Johnson Controls, Inc.
   
725,490
 
 
11,000
 
Lincoln Educational Services Corp. *
   
226,490
 
 
56,000
 
LKQ Corp. *
   
1,079,680
 
 
29,000
 
Lumber Liquidators Holdings, Inc. *
   
676,570
 
 
4,000
 
Monro Muffler Brake, Inc.
   
158,120
 
 
400
 
National Presto Industries, Inc.
   
37,144
 
 
18,000
 
O’Reilly Automotive, Inc. *
   
856,080
 
 
30,000
 
Phillips-Van Heusen Corp.
   
1,388,100
 
 
6,000
 
Priceline.com, Inc. *
   
1,059,240
 
 
36,000
 
Shaw Communications, Inc. Class B
   
649,080
 
 
27,000
 
Signet Jewelers Ltd. *
   
742,500
 
 
6,700
 
Strayer Education, Inc.
   
1,392,863
 
 
34,300
 
TJX Companies, Inc. (The)
   
1,438,885
 
 
35,000
 
Tupperware Brands Corp.
   
1,394,750
 
 
6,000
 
Ulta Salon, Cosmetics & Fragrance, Inc. *
   
141,960
 
 
16,000
 
Vitamin Shoppe, Inc. *
   
410,400
 
 
26,500
 
Warnaco Group, Inc. (The) *
   
957,710
 
 
29,000
 
WMS Industries, Inc. *
   
1,138,250
 
 
34,000
 
Yum! Brands, Inc.
   
1,327,360
 
           
29,656,438
 

Shares
     
Value
 
     
CONSUMER STAPLES (5.7%)
       
 
68,000
 
BRF - Brasil Foods SA ADR
 
$
901,680
 
 
17,000
 
British American Tobacco PLC ADR
   
1,076,100
 
 
24,200
 
Church & Dwight Co., Inc.
   
1,517,582
 
 
16,800
 
Coca-Cola Femsa, S.A.B. de C.V. ADR
   
1,051,512
 
 
29,000
 
Companhia de Bebidas das Americas ADR
   
2,929,290
 
 
94,000
 
Cosan Ltd. Class A *
   
877,960
 
 
26,250
 
Flowers Foods, Inc.
   
641,288
 
 
20,000
 
Fomento Economico Mexicano S.A.B. de C.V. ADR
   
863,000
 
 
90,000
 
Green Mountain Coffee Roasters, Inc. *
   
2,313,000
 
 
20,000
 
Hormel Foods Corp.
   
809,600
 
 
32,000
 
Ruddick Corp.
   
991,680
 
 
22,000
 
TreeHouse Foods, Inc. *
   
1,004,520
 
 
18,000
 
Whole Foods Market, Inc. *
   
648,360
 
           
15,625,572
 
     
ENERGY (6.8%)
       
 
15,800
 
BG Group PLC ADR
   
1,180,260
 
 
8,600
 
CNOOC Ltd. ADR
   
1,463,462
 
 
19,000
 
Concho Resources, Inc. *
   
1,051,270
 
 
10,500
 
Core Laboratories N.V.
   
1,549,905
 
 
44,000
 
FMC Technologies, Inc. *
   
2,317,040
 
 
24,000
 
Penn Virginia Corp.
   
482,640
 
 
64,000
 
Petroleo Brasileiro S.A. ADR
   
2,196,480
 
 
10,000
 
Quicksilver Resources, Inc. *
   
110,000
 
 
31,000
 
Range Resources Corp.
   
1,244,650
 
 
18,000
 
SM Energy Co.
   
722,880
 
 
33,600
 
Southern Union Co.
   
734,496
 
 
70,000
 
Southwestern Energy Co. *
   
2,704,800
 
 
38,000
 
Suncor Energy, Inc.
   
1,118,720
 
 
17,000
 
Talisman Energy, Inc.
   
258,060
 
 
26,000
 
TransCanada Corp.
   
869,180
 
 
33,000
 
World Fuel Services Corp.
   
856,020
 
           
18,859,863
 
     
FINANCIALS (9.8%)
       
 
12,000
 
Affiliated Managers Group, Inc. *
   
729,240
 
 
20,600
 
AFLAC, Inc.
   
879,002
 
 
15,000
 
Arch Capital Group Ltd. *
   
1,117,500
 
 
9,490
 
AvalonBay Communities, Inc.
   
886,081
 
 
See Notes to Financial Statements.

6

 
 
Value Line Premier Growth Fund, Inc.
 
June 30, 2010

Shares
     
Value
 
 
13,000
 
Banco Bilbao Vizcaya Argentaria, S.A. ADR
 
$
133,770
 
 
5,500
 
Banco Santander Chile S.A. ADR
   
368,995
 
 
35,000
 
Bancolombia S.A. ADR
   
1,754,550
 
 
16,000
 
Bank of Hawaii Corp.
   
773,600
 
 
13,300
 
Bank of Montreal
   
721,924
 
 
22,100
 
Bank of Nova Scotia
   
1,017,042
 
 
10,700
 
BlackRock, Inc.
   
1,534,380
 
 
16,000
 
BRE Properties, Inc.
   
590,880
 
 
8,200
 
Canadian Imperial Bank of Commerce
   
510,286
 
 
12,000
 
Credicorp Ltd.
   
1,090,680
 
 
16,000
 
DuPont Fabros Technology, Inc.
   
392,960
 
 
27,000
 
Eaton Vance Corp.
   
745,470
 
 
9,400
 
Essex Property Trust, Inc.
   
916,876
 
 
9,000
 
Franklin Resources, Inc.
   
775,710
 
 
6,200
 
Goldman Sachs Group, Inc. (The)
   
813,874
 
 
18,300
 
HDFC Bank Ltd. ADR
   
2,616,351
 
 
16,000
 
ICICI Bank Ltd. ADR
   
578,240
 
 
111,376
 
Itau Unibanco Banco Multiplo S.A. ADR
   
2,005,882
 
 
30,000
 
MSCI, Inc. Class A *
   
822,000
 
 
9,000
 
Portfolio Recovery Associates, Inc. *
   
601,020
 
 
6,000
 
Raymond James Financial, Inc.
   
148,140
 
 
14,400
 
Royal Bank of Canada
   
688,176
 
 
12,000
 
Stifel Financial Corp. *
   
520,680
 
 
24,000
 
T. Rowe Price Group, Inc.
   
1,065,360
 
 
8,000
 
Taubman Centers, Inc.
   
301,040
 
 
6,000
 
Torchmark Corp.
   
297,060
 
 
7,400
 
Toronto-Dominion Bank (The)
   
480,334
 
 
20,000
 
U.S. Bancorp
   
447,000
 
 
30,000
 
Wells Fargo & Co.
   
768,000
 
           
27,092,103
 
     
HEALTH CARE (17.7%)
       
 
24,000
 
Acorda Therapeutics, Inc. *
   
746,640
 
 
56,000
 
Alexion Pharmaceuticals, Inc. *
   
2,866,640
 
 
17,200
 
Allergan, Inc.
   
1,002,072
 
 
23,000
 
Amedisys, Inc. *
   
1,011,310
 
 
21,000
 
Auxilium Pharmaceuticals, Inc. *
   
493,500
 

Shares
     
Value
 
 
16,000
 
Bayer AG ADR
 
$
892,800
 
 
14,500
 
Becton, Dickinson & Co.
   
980,490
 
 
11,000
 
Bio-Rad Laboratories, Inc. Class A *
   
951,390
 
 
14,800
 
Bio-Reference Laboratories, Inc. *
   
328,116
 
 
11,000
 
Cerner Corp. *
   
834,790
 
 
6,000
 
Computer Programs & Systems, Inc.
   
245,520
 
 
12,000
 
Covance, Inc. *
   
615,840
 
 
19,400
 
Covidien PLC
   
779,492
 
 
23,000
 
DENTSPLY International, Inc.
   
687,930
 
 
26,000
 
Edwards Lifesciences Corp. *
   
1,456,520
 
 
18,000
 
Emergency Medical Services Corp. Class A *
   
882,540
 
 
80,000
 
Express Scripts, Inc. *
   
3,761,600
 
 
20,900
 
Fresenius Medical Care AG & Co. KGaA ADR
   
1,122,121
 
 
12,600
 
Haemonetics Corp. *
   
674,352
 
 
56,000
 
Henry Schein, Inc. *
   
3,074,400
 
 
18,000
 
HMS Holdings Corp. *
   
975,960
 
 
24,000
 
IDEXX Laboratories, Inc. *
   
1,461,600
 
 
51,200
 
Illumina, Inc. *
   
2,228,736
 
 
32,000
 
Impax Laboratories, Inc. *
   
609,920
 
 
10,000
 
Intuitive Surgical, Inc. *
   
3,156,200
 
 
8,000
 
Life Technologies Corp. *
   
378,000
 
 
4,000
 
MAKO Surgical Corp. *
   
49,800
 
 
16,000
 
Masimo Corp.
   
380,960
 
 
30,000
 
Medco Health Solutions, Inc. *
   
1,652,400
 
 
8,400
 
Mettler-Toledo International, Inc. *
   
937,692
 
 
17,800
 
Novo Nordisk A/S ADR
   
1,442,156
 
 
28,000
 
NuVasive, Inc. *
   
992,880
 
 
28,500
 
Owens & Minor, Inc.
   
808,830
 
 
32,000
 
Perrigo Co.
   
1,890,240
 
 
4,800
 
Quality Systems, Inc.
   
278,352
 
 
14,000
 
ResMed, Inc. *
   
851,340
 
 
10,000
 
Sirona Dental Systems, Inc. *
   
348,400
 
 
14,000
 
SXC Health Solutions Corp. *
   
1,025,500
 
 
11,000
 
Techne Corp.
   
631,950
 
 
23,000
 
Teva Pharmaceutical Industries Ltd. ADR
   
1,195,770
 
 
38,000
 
Thermo Fisher Scientific, Inc. *
   
1,863,900
 
 
5,600
 
United Therapeutics Corp. *
   
273,336
 
 
See Notes to Financial Statements.

7

 
 
Value Line Premier Growth Fund, Inc.
 
Schedule of Investments (unaudited)

Shares
     
Value
 
 
14,000
 
Volcano Corp. *
 
$
305,480
 
 
30,000
 
Warner Chilcott PLC Class A *
   
685,500
 
 
22,400
 
West Pharmaceutical Services, Inc.
   
817,376
 
           
48,650,341
 
     
INDUSTRIALS (21.7%)
       
 
85,000
 
ABB Ltd. ADR *
   
1,468,800
 
 
24,300
 
Acuity Brands, Inc.
   
884,034
 
 
20,000
 
Aecom Technology Corp. *
   
461,200
 
 
33,000
 
AMETEK, Inc.
   
1,324,950
 
 
4,000
 
Applied Signal Technology, Inc.
   
78,600
 
 
20,600
 
AZZ, Inc.
   
757,462
 
 
36,000
 
BE Aerospace, Inc. *
   
915,480
 
 
14,300
 
Brink’s Co. (The)
   
272,129
 
 
28,400
 
Bucyrus International, Inc.
   
1,347,580
 
 
30,000
 
C.H. Robinson Worldwide, Inc.
   
1,669,800
 
 
22,900
 
Canadian National Railway Co.
   
1,314,002
 
 
12,400
 
Carlisle Companies, Inc.
   
448,012
 
 
34,000
 
CLARCOR, Inc.
   
1,207,680
 
 
23,200
 
Cooper Industries PLC Class A
   
1,020,800
 
 
27,000
 
Copart, Inc. *
   
966,870
 
 
19,000
 
Corrections Corp. of America *
   
362,520
 
 
23,300
 
Curtiss-Wright Corp.
   
676,632
 
 
32,000
 
Danaher Corp.
   
1,187,840
 
 
18,600
 
DigitalGlobe, Inc. *
   
489,180
 
 
16,000
 
Dollar Thrifty Automotive Group, Inc. *
   
681,760
 
 
19,000
 
Donaldson Co., Inc.
   
810,350
 
 
12,600
 
Eaton Corp.
   
824,544
 
 
26,000
 
EMCOR Group, Inc. *
   
602,420
 
 
41,000
 
EnerSys *
   
876,170
 
 
20,000
 
Esterline Technologies Corp. *
   
949,000
 
 
18,000
 
Flowserve Corp.
   
1,526,400
 
 
23,200
 
Gardner Denver, Inc.
   
1,034,488
 
 
36,000
 
Geo Group, Inc. (The) *
   
747,000
 
 
6,000
 
GeoEye, Inc. *
   
186,840
 
 
10,000
 
Harbin Electric, Inc. *
   
166,500
 
 
33,000
 
Hunt (J.B.) Transport Services, Inc.
   
1,078,110
 
 
29,850
 
IDEX Corp.
   
852,815
 
 
22,600
 
IHS, Inc. Class A *
   
1,320,292
 
 
17,200
 
ITT Corp.
   
772,624
 

Shares
     
Value
 
 
21,000
 
Kansas City Southern *
 
$
763,350
 
 
21,000
 
Kaydon Corp.
   
690,060
 
 
29,000
 
Kirby Corp. *
   
1,109,250
 
 
12,500
 
L-3 Communications Holdings, Inc.
   
885,500
 
 
88,500
 
Lan Airlines S.A. ADR
   
1,638,135
 
 
31,500
 
Lennox International, Inc.
   
1,309,455
 
 
13,000
 
Lincoln Electric Holdings, Inc.
   
662,870
 
 
17,000
 
Navistar International Corp. *
   
836,400
 
 
20,000
 
Norfolk Southern Corp.
   
1,061,000
 
 
15,000
 
Northrop Grumman Corp.
   
816,600
 
 
18,000
 
Orbital Sciences Corp. *
   
283,860
 
 
8,000
 
Polypore International, Inc. *
   
181,920
 
 
17,800
 
Precision Castparts Corp.
   
1,831,976
 
 
36,000
 
Quanta Services, Inc. *
   
743,400
 
 
18,400
 
Raytheon Co.
   
890,376
 
 
6,000
 
Regal-Beloit Corp.
   
334,680
 
 
37,500
 
Republic Services, Inc.
   
1,114,875
 
 
11,000
 
Robbins & Myers, Inc.
   
239,140
 
 
36,000
 
Rollins, Inc.
   
744,840
 
 
26,000
 
Roper Industries, Inc.
   
1,454,960
 
 
48,700
 
Rush Enterprises, Inc. Class A *
   
650,632
 
 
17,000
 
Stanley, Inc. *
   
635,460
 
 
36,600
 
Stericycle, Inc. *
   
2,400,228
 
 
18,800
 
Textainer Group Holdings Ltd.
   
453,832
 
 
33,000
 
Toro Co. (The)
   
1,620,960
 
 
12,300
 
Towers Watson & Co. Class A
   
477,855
 
 
17,000
 
TransDigm Group, Inc.
   
867,510
 
 
17,000
 
United Technologies Corp.
   
1,103,470
 
 
27,369
 
URS Corp. *
   
1,076,970
 
 
13,700
 
Valmont Industries, Inc.
   
995,442
 
 
7,600
 
W.W. Grainger, Inc.
   
755,820
 
 
16,000
 
Wabtec Corp.
   
638,240
 
 
20,800
 
Waste Connections, Inc. *
   
725,712
 
 
24,000
 
Woodward Governor Co.
   
612,720
 
           
59,890,382
 
     
INFORMATION TECHNOLOGY (14.9%)
       
 
23,000
 
Accenture PLC Class A
   
888,950
 
 
28,000
 
Acme Packet, Inc. *
   
752,640
 
 
46,000
 
Activision Blizzard, Inc.
   
482,540
 
 
10,000
 
Alliance Data Systems Corp. *
   
595,200
 
 
30,800
 
Amphenol Corp. Class A
   
1,209,824
 
 
18,700
 
Anixter International, Inc. *
   
796,620
 
 
60,000
 
ANSYS, Inc. *
   
2,434,200
 

See Notes to Financial Statements.

8

 
 
Value Line Premier Growth Fund, Inc.
 
June 30, 2010

Shares
     
Value
 
 
12,000
 
ArcSight, Inc. *
 
$
268,680
 
 
60,000
 
Ariba, Inc. *
   
955,800
 
 
70,000
 
Aruba Networks, Inc. *
   
996,800
 
 
34,000
 
Atheros Communications, Inc. *
   
936,360
 
 
20,000
 
Avago Technologies Ltd. *
   
421,200
 
 
20,400
 
Blackboard, Inc. *
   
761,532
 
 
21,000
 
Canon, Inc. ADR
   
783,510
 
 
26,000
 
Check Point Software Technologies Ltd. *
   
766,480
 
 
60,000
 
Cognizant Technology Solutions Corp. Class A *
   
3,003,600
 
 
28,000
 
Concur Technologies, Inc. *
   
1,195,040
 
 
24,600
 
DG Fastchannel, Inc. *
   
801,468
 
 
27,550
 
Diodes, Inc. *
   
437,218
 
 
16,000
 
Dolby Laboratories, Inc. Class A *
   
1,003,040
 
 
16,000
 
Equinix, Inc. *
   
1,299,520
 
 
11,000
 
FactSet Research Systems, Inc.
   
736,890
 
 
3,000
 
Google, Inc. Class A *
   
1,334,850
 
 
40,000
 
Informatica Corp. *
   
955,200
 
 
11,300
 
Itron, Inc. *
   
698,566
 
 
4,200
 
LogMeIn, Inc. *
   
110,166
 
 
9,300
 
MasterCard, Inc. Class A
   
1,855,629
 
 
6,000
 
Mellanox Technologies Ltd. *
   
131,400
 
 
37,200
 
MICROS Systems, Inc. *
   
1,185,564
 
 
63,000
 
Nuance Communications, Inc. *
   
941,850
 
 
4,000
 
Open Text Corp. *
   
150,160
 
 
13,600
 
Pegasystems, Inc.
   
436,696
 
 
38,000
 
Rackspace Hosting, Inc. *
   
696,920
 
 
20,000
 
Rovi Corp. *
   
758,200
 
 
9,000
 
Rubicon Technology, Inc. *
   
268,110
 
 
30,000
 
Salesforce.com, Inc. *
   
2,574,600
 
 
28,680
 
Siliconware Precision Industries Co. ADR
   
153,438
 
 
25,000
 
Solera Holdings, Inc.
   
905,000
 
 
21,000
 
Sourcefire, Inc. *
   
399,000
 
 
44,000
 
SuccessFactors, Inc. *
   
914,760
 
 
15,000
 
Sybase, Inc. *
   
969,900
 
 
4,000
 
SYNNEX Corp. *
   
102,480
 
 
8,000
 
Telvent GIT SA *
   
133,600
 
 
31,000
 
Teradata Corp. *
   
944,880
 
 
30,000
 
Trimble Navigation Ltd. *
   
840,000
 
 
20,000
 
VanceInfo Technologies, Inc. ADR *
   
465,600
 
 
14,000
 
VistaPrint NV *
   
664,860
 

Shares
     
Value
 
 
13,000
 
VMware, Inc. Class A *
 
$
813,670
 
           
40,932,211
 
     
MATERIALS (6.9%)
       
 
21,000
 
Agrium, Inc.
   
1,027,740
 
 
15,000
 
Air Products & Chemicals, Inc.
   
972,150
 
 
44,000
 
Albemarle Corp.
   
1,747,240
 
 
30,700
 
AptarGroup, Inc.
   
1,161,074
 
 
7,000
 
Ball Corp.
   
369,810
 
 
14,000
 
BASF AG ADR
   
767,900
 
 
28,000
 
Celanese Corp. Series A
   
697,480
 
 
12,600
 
Clearwater Paper Corp. *
   
689,976
 
 
16,000
 
Cliffs Natural Resources, Inc.
   
754,560
 
 
26,000
 
Crown Holdings, Inc. *
   
651,040
 
 
22,000
 
FMC Corp.
   
1,263,460
 
 
16,500
 
Greif, Inc. Class A
   
916,410
 
 
17,000
 
Mosaic Co. (The)
   
662,660
 
 
9,000
 
NewMarket Corp.
   
785,880
 
 
30,000
 
Praxair, Inc.
   
2,279,700
 
 
20,000
 
Rockwood Holdings, Inc. *
   
453,800
 
 
12,000
 
Schweitzer-Mauduit International, Inc.
   
605,400
 
 
20,200
 
Scotts Miracle-Gro Co. (The) Class A
   
897,082
 
 
30,000
 
Sigma-Aldrich Corp.
   
1,494,900
 
 
4,000
 
STR Holdings, Inc. *
   
75,200
 
 
12,800
 
Syngenta AG ADR
   
586,880
 
           
18,860,342
 
     
TELECOMMUNICATION SERVICES (2.8%)
       
 
4,000
 
AboveNet, Inc. *
   
188,720
 
 
10,837
 
Brasil Telecom S.A. ADR *
   
93,740
 
 
16,103
 
Brasil Telecom S.A. ADR Preferred Shares *
   
323,348
 
 
40,877
 
Crown Castle International Corp. *
   
1,523,077
 
 
10,000
 
Millicom International Cellular S.A.
   
810,700
 
 
50,000
 
Mobile TeleSystems ADR
   
958,000
 
 
19,500
 
Philippine Long Distance Telephone Co. ADR
   
993,915
 
 
43,000
 
SBA Communications Corp. Class A *
   
1,462,430
 
 
11,700
 
Telefonica S.A. ADR
   
649,701
 
 
34,000
 
Telefonos de Mexico S.A. de C.V. ADR
   
479,740
 
 
See Notes to Financial Statements.

9

 
 
Value Line Premier Growth Fund, Inc.
 
Schedule of Investments (unaudited)

Shares
     
Value
 
 
15,300
 
TW Telecom, Inc. *
 
$
255,204
 
           
7,738,575
 
     
UTILITIES (2.0%)
       
 
18,000
 
AGL Resources, Inc.
   
644,760
 
 
30,000
 
Centrais Eletricas Brasileiras SA
   
400,800
 
 
27,600
 
Cia de Saneamento Basico do Estado de Sao Paulo ADR
   
1,140,984
 
 
20,000
 
EQT Corp.
   
722,800
 
 
20,000
 
ITC Holdings Corp.
   
1,058,200
 
 
20,000
 
Questar Corp.
   
909,800
 
 
13,400
 
Wisconsin Energy Corp.
   
679,916
 
           
5,557,260
 
               
     
TOTAL COMMON STOCKS AND TOTAL INVESTMENT SECURITIES (1) (99.1%)
(Cost $206,266,352)
   
272,863,087
 

Principal
Amount
     
Value
 
SHORT-TERM INVESTMENTS (1.2%)
       
               
     
REPURCHASE AGREEMENTS (1.2%)
       
$
3,400,000
 
With Morgan Stanley, 0.005%, dated 06/30/10, due 07/01/10, delivery value $3,400,000 (collateralized by $3,450,000 U.S. Treasury Notes 0.8750%, due 03/31/11, with a value of $3,472,599)
 
$
3,400,000
 
     
TOTAL SHORT-TERM INVESTMENTS (2)
(Cost $3,400,000) (1.2%)
   
3,400,000
 

         
Value
 
EXCESS OF LIABILITIES OVER CASH AND OTHER ASSETS (-0.3%)
 
$
(844,381
)
NET ASSETS (100%)
 
$
275,418,706
 
               
NET ASSET VALUE OFFERING AND REDEMPTION PRICE, PER OUTSTANDING SHARE ($275,418,706 ÷12,969,648 shares outstanding)
 
$
21.24
 
 
*
Non-income producing.
(1)
Unless otherwise indicated, the values of the Portfolio are determined based on Level 1 inputs established by FASB ASC 820-10, Fair Value Measurement and Disclosures.
(2)
Values determined based on Level 2 inputs established by FASB ASC 820-10, Fair Value Measurements and Disclosures.
ADR
American Depositary Receipt.
 
See Notes to Financial Statements.

10

 
 
Value Line Premier Growth Fund, Inc.
 
Statement of Assets and Liabilities
at June 30, 2010 (unaudited)

Assets:
       
Investment securities, at value
(Cost - $206,266,352)
 
$
272,863,087
 
Repurchase agreement
(Cost - $3,400,000)
   
3,400,000
 
Cash
   
190,420
 
Dividends receivable
   
421,961
 
Receivable for capital shares sold
   
125,874
 
Other
   
109,149
 
Receivable for securities sold
   
76,593
 
Prepaid expenses
   
25,158
 
Total Assets
   
277,212,242
 
         
Liabilities:
       
Payable for securities purchased
   
1,191,219
 
Payable for capital shares redeemed
   
243,624
 
Accrued expenses:
       
Advisory fee
   
178,749
 
Service and distribution plan fees
   
59,583
 
Other
   
120,361
 
Total Liabilities
   
1,793,536
 
Net Assets
 
$
275,418,706
 
         
Net assets consist of:
       
Capital stock, at $1.00 par value
(authorized 100,000,000, outstanding 12,969,648 shares)
 
$
12,969,648
 
Additional paid-in capital
   
205,393,796
 
Undistributed net investment income
   
325,268
 
Accumulated net realized loss on investments and foreign currency
   
(9,866,324
)
Net unrealized appreciation of investments and foreign currency translations
   
66,596,318
 
Net Assets
 
$
275,418,706
 
Net Asset Value, Offering and Redemption Price per Outstanding Share ($275,418,706 ÷ 12,969,648 shares outstanding)
 
$
21.24
 

Statement of Operations
for the Six Months Ended June 30, 2010 (unaudited)

Investment Income:
       
Dividends (net of foreign withholding tax of $106,369)
 
$
1,812,915
 
Interest
   
8,393
 
Total Income
   
1,821,308
 
         
Expenses:
       
Advisory fee
   
1,204,053
 
Service and distribution plan fees
   
401,351
 
Auditing and legal fees
   
106,044
 
Transfer agent fees
   
71,930
 
Printing and postage
   
66,243
 
Custodian fees
   
28,399
 
Insurance
   
21,022
 
Directors’ fees and expenses
   
20,987
 
Registration and filing fees
   
19,233
 
Other
   
23,226
 
Total Expenses Before Custody Credits
   
1,962,488
 
Less: Legal Fee Reimbursement
   
(138,422
)
Less: Custody Credits
   
(119
)
Net Expenses
   
1,823,947
 
Net Investment Loss
   
(2,639
)
Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Exchange Transactions:
       
Net Realized Gain
   
13,429,735
 
Change in Net Unrealized Appreciation/(Depreciation)
   
(21,492,827
)
Net Realized Gain and Change in Net Unrealized Appreciation/(Depreciation) on Investments and Foreign Exchange Transactions
   
(8,063,092
)
Net Decrease in Net Assets from Operations
 
$
(8,065,731
)
 
See Notes to Financial Statements.

11

 
 
Value Line Premier Growth Fund, Inc.
 
Statement of Changes in Net Assets
for the Six Months Ended June 30, 2010 (unaudited) and for the Year Ended December 31, 2009

   
Six Months Ended
June 30, 2010
(unaudited)
   
Year Ended
December 31, 2009
 
Operations:
           
Net investment income/(loss)
  $ (2,639 )   $ 328,314  
Net realized gain/(loss) on investments and foreign currency
    13,429,735       (18,461,747 )
Change in net unrealized appreciation/(depreciation)
    (21,492,827 )     104,395,863  
Net increase/(decrease) in net assets from operations
    (8,065,731 )     86,262,430  
                 
Distributions to Shareholders:
               
Net investment income
          (137,547 )
                 
Capital Share Transactions:
               
Proceeds from sale of shares
    9,449,804       32,663,828  
Proceeds from reinvestment of dividends to shareholders
          129,032  
Cost of shares redeemed
    (73,903,708 )     (83,570,430 )
Net decrease in net assets from capital share transactions
    (64,453,904 )     (50,777,570 )
Total Increase/(Decrease) in Net Assets
    (72,519,635 )     35,347,313  
                 
Net Assets:
               
Beginning of period
    347,938,341       312,591,028  
End of period
  $ 275,418,706     $ 347,938,341  
Undistributed net investment income, at end of period
  $ 325,268     $ 327,907  
 
See Notes to Financial Statements.

12

 
 
Value Line Premier Growth Fund, Inc.
 
Notes to Financial Statements (unaudited)

1.
Significant Accounting Policies
 
Value Line Premier Growth Fund, Inc., (the “Fund”) is registered under the Investment Company Act of 1940, as amended, as a diversified, open-end management investment company whose primary investment objective is long-term growth of capital. The Fund invests primarily in a diversified portfolio of U.S. equity securities with favorable growth potential.
 
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements.
 
(A) Security Valuation: Securities listed on a securities exchange are valued at the closing sales prices on the date as of which the net asset value is being determined. Securities traded on the NASDAQ Stock Market are valued at the NASDAQ Official Closing Price. In the absence of closing sales prices for such securities and for securities traded in the over-the-counter market, the security is valued at the midpoint between the latest available and representative asked and bid prices. Short-term instruments with maturities of 60 days or less at the date of purchase are valued at amortized cost, which approximates market value. Short-term instruments with maturities greater than 60 days at the date of purchase are valued at the midpoint between the latest available and representative asked and bid prices, and commencing 60 days prior to maturity such securities are valued at amortized cost. Securities for which market quotations are not readily available or that are not readily marketable and all other assets of the Fund are valued at fair value as the Board of Directors may determine in good faith.
 
In addition, the Fund may use the fair value of a security when the closing market price on the primary exchange where the security is traded no longer accurately reflects the value of a security due to factors affecting one or more relevant securities markets or the specific issuer.
 
(B) Fair Value Measurements: In accordance with Financial Accounting Standards Board Accounting Standards Codification (FASB ASC 820-10), Fair Value Measurements and Disclosures, (formerly Statement of Financial Accounting Standards (“SFAS”) No. 157), the Fund discloses the fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (level 3 measurements). FASB ASC 820-10-35-39 to 55 provides three levels of the fair value hierarchy as follows:
   
Level 1 — Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access at the measurement date;
Level 2 — Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active;
Level 3 — Inputs that are unobservable.
 
During the six months ended June 30, 2010, the Fund adopted the authoritative guidance included in FASB ASC 820-10, Fair Value Measurements and Disclosures, on determining fair value when the volume and level of activity for the asset or liability have significantly decreased and identifying transactions that are not orderly (formerly FSP FAS 157-4). FASB ASC 820-10-35-51A to 51H indicates that if an entity determines that either the volume and/or level of activity for an asset or liability has significantly decreased (from normal conditions for that asset or liability) or price quotations or observable inputs are not associated with orderly transactions, increased analysis and management judgment will be required to estimate fair value.
 
 

13

 
 
Value Line Premier Growth Fund, Inc.
 
June 30, 2010
 
Valuation techniques such as an income approach might be appropriate to supplement or replace a market approach in those circumstances. It provides a list of factors to determine whether there has been a significant decrease in relation to normal market activity. Regardless, however, of the valuation technique and inputs used, the objective for the fair value measurement in those circumstances is unchanged from what it would be if markets were operating at normal activity levels and/or transactions were orderly; that is, to determine the current exit price as promulgated by FASB ASC 820-10.
 
The following is a summary of the inputs used as of June 30, 2010 in valuing the Fund’s investments carried at value:
                         
Investments in Securities:
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Assets
                       
Common Stocks
  $ 272,863,087     $ 0     $ 0     $ 272,863,087  
Short Term Investments
    0       3,400,000       0       3,400,000  
Total Investments in Securities
  $ 272,863,087     $ 3,400,000     $ 0     $ 276,263,087  
 
As of June 30, 2010, there was no significant security transfer activity from Level 1 to Level 2 or from Level 2 to Level 1.
 
For the six months ended June 30, 2010, there were no Level 3 investments. The types of inputs used to value each security are identified in the Schedule of Investments, which also includes a breakdown of the Schedule’s investments by category.
 
(C) Repurchase Agreements: In connection with transactions in repurchase agreements, the Fund’s custodian takes possession of the underlying collateral securities, the value of which exceeds the principal amount of the repurchase transaction, including accrued interest. To the extent that any repurchase transaction exceeds one business day, it is the Fund’s policy to mark-to-market on a daily basis to ensure the adequacy of the collateral. In the event of default of the obligation to repurchase, the Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. Under certain circumstances, in the event of default or bankruptcy by the other party to the agreement, realization and/or retention of the collateral or proceeds may be subject to legal proceedings.
 
(D) Federal Income Taxes: It is the Fund’s policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies, including the distribution requirements of the Tax Reform Act of 1986, and to distribute all of its taxable income to its shareholders. Therefore, no federal income tax provision is required.
 
(E) Security Transactions and Distributions: Security transactions are accounted for on the date the securities are purchased or sold. Interest income is accrued as earned. Realized gains and losses on sales of securities are calculated for financial accounting and federal income tax purposes on the identified cost basis. Dividend income and distributions to shareholders are recorded on the ex-dividend date. Distributions are determined in accordance with income tax regulations which may differ from generally accepted accounting principles.
 
(F) Foreign Currency Translation: The books and records of the Fund are maintained in U.S. dollars. Assets and liabilities which are denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange. The Fund does not isolate changes in the value of investments caused by foreign exchange rate differences from the changes due to other circumstances.
 
Income and expenses are translated to U.S. dollars based upon the rates of exchange on the respective dates of such transactions.
 
 

14

 
 
Value Line Premier Growth Fund, Inc.
 
Notes to Financial Statements (unaudited)
 
Net realized foreign exchange gains or losses arise from currency fluctuations realized between the trade and settlement dates on securities transactions, the differences between the U.S. dollar amounts of dividends, interest, and foreign withholding taxes recorded by the Fund, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investments, at the end of the fiscal period, resulting from changes in the exchange rates. The effect of the change in foreign exchange rates on the value of investments is included in realized gain/loss on investments and change in net unrealized appreciation/ depreciation on investments.
 
(G) Representations and Indemnifications: In the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties which provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
 
(H) Accounting for Real Estate Investment Trusts: The Fund owns shares of Real Estate Investment Trusts (“REITs”) which report information on the source of their distributions annually. Distributions received from REITs during the year which represent a return of capital are recorded as a reduction of cost and distributions which represent a capital gain dividend are recorded as a realized long-term capital gain on investments.
 
(I) Foreign Taxes: The Fund may be subject to foreign taxes on income, gains on investments, or currency repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon its current interpretation of tax rules and regulations that exist in the markets in which it invests.
 
(J) Other: On November 4, 2009, the Securities and Exchange Commission (“SEC”), Value Line, Inc. (“Value Line or VLI”), the Distributor and two former directors and officers of Value Line settled a matter related to brokerage commissions charged by the Distributor to certain Value Line mutual funds (“Funds”), from 1986 through November of 2004 involving alleged misleading disclosures provided by Value Line to the Boards of Directors/Trustees and shareholders of the Funds regarding such brokerage commissions. Value Line paid disgorgement, interest and penalty of $43.7 million in connection with the settlement, which amounts are expected to constitute a “Fair Fund” to be distributed to investors in the Funds who were disadvantaged by such brokerage practices. Value Line will bear all costs associated with any Fair Fund distribution, including retaining a third-party consultant approved by the SEC staff to administer any Fair Fund distribution.
 
On March 11, 2010, VLI and the Boards of Trustees/Directors of the Value Line Funds entered into an agreement pursuant to which VLI will reimburse the Funds in the aggregate amount of $917,302 for various expenses incurred by the Funds in connection with the SEC matter dated November 4, 2009. The receivable for this expense reimbursement was accrued on March 11, 2010 by the applicable Funds that incurred the expenses and will be paid by VLI in twelve monthly installments commencing April 1, 2010. The Fund accrued $138,422 in expense reimbursements from VLI.
 
(K) Subsequent Events: On July 20, 2010, the Board of Directors of Value Line approved a transaction involving its wholly owned subsidiaries, EULAV Asset Management, LLC (“EULAV”) and EULAV Securities, Inc. (“ESI”). Completion of the transaction is subject to various conditions. If the transaction is completed, Value Line will contribute all of the outstanding stock of ESI to EULAV, EULAV will be converted to a Delaware statutory trust named EULAV Asset Management (“EAM”), Value Line will restructure its ownership of EAM so that it has no voting authority with respect to the election or removal of the trustees of EAM and retains only interests in the revenues and residual profits of EAM and EAM will grant residual profits interests to five individuals selected by the independent directors of Value Line.
 
 

15

 
 
Value Line Premier Growth Fund, Inc.
 
June 30, 2010
 
Value Line has informed the Boards of Directors/Trustees of the Value Line Funds (the “Fund Board”) that, after the closing of the proposed restructuring, Value Line will no longer control EAM, which will result in the automatic termination of the Fund’s investment advisory agreements in accordance with the requirements of the Investment Company Act of 1940. On July 20, 2010, the Fund Board considered matters relevant to the proposed restructuring and approved new investment advisory agreements between the Funds and EAM to take effect upon the closing of the restructuring. The effectiveness of each investment advisory agreement is also contingent upon approval by shareholders of the applicable Value Line mutual fund. Toward this end, a special shareholder meeting for each Value Line mutual fund will be held at which shareholders as of the record date will vote on the proposed new investment advisory agreements with EAM and to elect three persons as members of the Fund Board. It is anticipated that in September 2010, a proxy statement describing the proposals will be sent to each shareholder of record as of the record date. Shareholders who did not own shares as of the record date will not be entitled to notice of, or to vote at, the special shareholder meetings.
   
2.
Capital Share Transactions and Distributions to Shareholders
 
Transactions in capital stock were as follows:
             
   
Six Months Ended
June 30, 2010
(unaudited)
   
Year Ended
December 31, 2009
 
Shares sold
    417,216       1,819,355  
Shares issued to shareholders in reinvestment of dividends and distributions
          5,844  
Shares redeemed
    (3,210,352 )     (4,790,300 )
Net decrease
    (2,793,136 )     (2,965,101 )
Dividends per share from net investment income
  $     $ 0.0085  

3.
Purchases and Sales of Securities
 
Purchases and sales of investment securities, excluding short-term securities, were as follows:
         
   
Six Months Ended
June 30, 2010
(unaudited)
 
Purchases:
       
Investment Securities
 
$
29,187,402
 
Sales:
       
Investment Securities
 
$
62,909,114
 

4.
Income Taxes
 
At June 30, 2010, information on the tax components of capital is as follows:
         
Cost of investments for tax purposes
 
$
209,666,352
 
Gross tax unrealized appreciation
 
$
79,745,770
 
Gross tax unrealized depreciation
 
($
13,149,035
)
Net tax unrealized appreciation on investments
 
$
66,596,735
 

 

16

 
 
Value Line Premier Growth Fund, Inc.
 
Notes to Financial Statements (unaudited)

5.
Investment Advisory Fee, Service and Distribution Fees and Transactions With Affiliates
 
An advisory fee of $1,204,053 was paid or payable to EULAV Asset Management, LLC (the “Adviser”) for the six months ended June 30, 2010. This was computed at the rate of 0.75% of the average daily net assets during the period and paid monthly. The Adviser provides research, investment programs, supervision of the investment portfolio and pays costs of administrative services, office space, equipment and compensation of administrative, bookkeeping, and clerical personnel necessary for managing the affairs of the Fund. The Adviser also provides persons, satisfactory to the Fund’s Board of Directors, to act as officers and employees of the Fund and pays their salaries.
 
The Fund has a Service and Distribution Plan (the “Plan”), adopted pursuant to Rule 12b-1 under the Investment Company Act of 1940, which compensates EULAV Securities, Inc. (the “Distributor”) for advertising, marketing and distributing the Fund’s shares and for servicing the Fund’s shareholders at an annual rate of 0.25% of the Fund’s average daily net assets. For the six months ended June 30, 2010, fees amounting to $401,351 were paid or payable under the Plan.
 
For the six months ended June 30, 2010, the Fund’s expenses were reduced by $119 under a custody credit agreement with the custodian.
 
Direct expenses of the Fund are charged to the Fund while common expenses of the Value Line Funds are allocated proportionately based upon the Funds’ respective net assets. The Fund bears all other costs and expenses.
 
Certain officers, employees and directors of Value Line and/or affiliated companies are also officers and a director of the Fund.
 
The Adviser and/or affiliated companies and the Value Line Profit Sharing and Savings Plan owned 73,786 shares of the Fund’s capital stock, representing less than 1% of the outstanding shares at June 30, 2010. In addition, officers and directors of the Fund as a group owned 266 shares, representing less than 1% of the outstanding shares.

 

17

 
 
Value Line Premier Growth Fund, Inc.
 
Financial Highlights
 
Selected data for a share of capital stock outstanding throughout each period:
                                       
   
Six Months Ended
June 30, 2010
(unaudited)
                     
     
Years Ended December 31,
 
     
2009
 
2008
 
2007
 
2006
 
2005
 
Net asset value, beginning of period
 
$
22.07
 
$
16.69
 
$
29.38
 
$
26.61
 
$
25.60
 
$
24.23
 
                                       
Income from investment operations:
                                     
Net investment income/(loss)
   
   
0.02
   
0.01
   
0.02
   
(0.01
)
 
(0.01
)
Net gains or (losses) on securities (both realized and unrealized)
   
(0.83
)
 
5.37
   
(11.85
)
 
4.80
   
2.75
   
2.80
 
Total from investment operations
   
(0.83
)
 
5.39
   
(11.84
)
 
4.82
   
2.74
   
2.79
 
                                       
Less distributions:
                                     
Dividends from net investment income
   
   
(0.01
)
 
   
(0.03
)
 
   
 
Distributions from net realized gains
   
   
   
(0.85
)
 
(2.02
)
 
(1.73
)
 
(1.42
)
Total distributions
   
   
(0.01
)
 
(0.85
)
 
(2.05
)
 
(1.73
)
 
(1.42
)
Net asset value, end of period
 
$
21.24
 
$
22.07
 
$
16.69
 
$
29.38
 
$
26.61
 
$
25.60
 
                                       
Total return
   
(3.76
)%(3)
 
32.29
%
 
(40.13
)%
 
18.30
%
 
10.68
%
 
11.49
%
                                       
Ratios/Supplemental Data:
                                     
                                       
Net assets, end of period (in thousands)
 
$
275,419
 
$
347,938
 
$
312,591
 
$
570,484
 
$
489,786
 
$
441,114
 
Ratio of expenses to average net assets(1)
   
1.22
%(4)
 
1.22
%
 
1.16
%
 
1.11
%
 
1.18
%
 
1.13
%
Ratio of expenses to average net assets(2)
   
1.14
%(4)
 
1.22
%
 
1.16
%
 
1.11
%
 
1.18
%
 
1.13
%
Ratio of net investment income/(loss) to average net assets
   
0.00
%(4)
 
0.11
%
 
0.03
%
 
0.06
%
 
(0.06
)%
 
(0.06
)%
Portfolio turnover rate
   
10
%(3)
 
8
%
 
18
%
 
29
%
 
38
%
 
44
%

(1)
Ratio reflects expenses grossed up for custody credit arrangement and grossed up for the reimbursement of a portion of the legal fees. The ratio of expenses to average net assets, net of custody credits, would have been unchanged for the periods shown.
   
(2)
Ratio reflects expenses net of the custody credit arrangement and net of the reimbursement of a portion of the legal fees.
   
(3)
Not annualized.
   
(4)
Annualized.
 
See Notes to Financial Statements.

18

 
 
Value Line Premier Growth Fund, Inc.
 
Factors Considered by the Board in Approving the Investment Advisory Agreement for Value Line Premier Growth Fund, Inc.
 
The Investment Company Act of 1940 (the “1940 Act”) requires the Board of Directors, including a majority of Directors who are not “interested persons” of Value Line Premier Growth Fund, Inc. (the “Fund”), as that term is defined in the 1940 Act (the “Independent Directors”), annually to consider the investment advisory agreement (the “Agreement”) between the Fund and its investment adviser, EULAV Asset Management, LLC (the “Adviser”). As required by the 1940 Act, the Board requested and the Adviser provided such information as the Board deemed to be reasonably necessary to evaluate the terms of the Agreement. At meetings held throughout the year, including the meeting specifically focused upon the review of the Agreement, the Independent Directors met in executive sessions separately from the non-Independent Director of the Fund and any officers of the Adviser. In selecting the Adviser and approving the continuance of the Agreement, the Independent Directors relied upon the assistance of counsel to the Independent Directors.
 
Both in the meetings which specifically addressed the approval of the Agreement and at other meetings held during the course of the year, the Board, including the Independent Directors, received materials relating to the Adviser’s investment and management services under the Agreement. These materials included information on: (i) the investment performance of the Fund, compared to a peer group of funds consisting of the Fund and all retail and institutional mid-cap growth funds regardless of asset size or primary channel of distribution (the “Performance Universe”), and its benchmark index, each as classified by Lipper Inc., an independent evaluation service (“Lipper”); (ii) the investment process, portfolio holdings, investment restrictions, valuation procedures, and financial statements for the Fund; (iii) sales and redemption data with respect to the Fund; (iv) the general investment outlook in the markets in which the Fund invests; (v) arrangements with respect to the distribution of the Fund’s shares; (vi) the allocation and cost of the Fund’s brokerage (none of which was effected through any affiliate of the Adviser); and (vii) the overall nature, quality and extent of services provided by the Adviser.
 
As part of the review of the continuance of the Agreement, the Board requested, and the Adviser provided, additional information in order to evaluate the quality of the Adviser’s services and the reasonableness of its fees under the Agreement. In a separate executive session, the Independent Directors reviewed information, which included data comparing: (i) the Fund’s management fee rate, transfer agent and custodian fee rates, service fee (including 12b-1 fees) rates, and the rate of the Fund’s other non-management fees, to those incurred by a peer group of funds consisting of the Fund and 17 other retail front-end load and no-load mid-cap growth funds, as selected objectively by Lipper (“Expense Group”), and a peer group of funds consisting of the Fund, the Expense Group and all other retail front-end load and no-load mid-cap growth funds (excluding outliers), as selected objectively by Lipper (“Expense Universe”); (ii) the Fund’s expense ratio to those of its Expense Group and Expense Universe; and (iii) the Fund’s investment performance over various time periods to the average performance of the Performance Universe as well as the appropriate Lipper Index, as selected objectively by Lipper (the “Lipper Index”). In the separate executive session, the Independent Directors also reviewed information regarding: (a) the financial results and condition of the Adviser’s parent company, the Adviser’s and certain of its affiliates’ profitability from the services that have been performed for the Fund as well as the Value Line family of funds; (b) the Fund’s current investment management staffing; and (c) the Fund’s potential for achieving economies of scale. In support of its review of the statistical information, the Board was provided with a detailed description of the methodology used by Lipper to determine the Expense Group, the Expense Universe and the Performance Universe to prepare its information. The Independent Directors also requested and reviewed information provided by the Adviser relating to the settlement of a matter brought by the Securities and Exchange Commission regarding Value Line Securities, Inc.1, the Fund’s principal underwriter and affiliate of the Adviser (the “Distributor”), Value Line, Inc., and two former directors and officers of Value Line, Inc. Value Line, Inc. informed the Board that it and the Adviser continue to have adequate liquid assets, and that the resolution of this matter did not have a materially adverse effect on the ability of the Adviser or the Distributor to perform their respective contracts with the Fund.
 

1
On May 6, 2009, Value Line Securities, Inc. changed its name to EULAV Securities, Inc. No other change was made to the Distributor’s organization, including its operations and personnel.
 
 

19

 
 
Value Line Premier Growth Fund, Inc.
 
 
The following summarizes matters considered by the Board in connection with its renewal of the Agreement. However, the Board did not identify any single factor as all-important or controlling, and the summary does not detail all the matters that were considered.
 
Investment Performance. The Board reviewed the Fund’s overall investment performance and compared it to its Performance Universe and the Lipper Index. The Board noted that the Fund outperformed both the Performance Universe average and the Lipper Index for the three-year, five-year and ten-year periods ended December 31, 2009 and that the Fund’s performance for the one-year period ended December 31, 2009 was below that of the Performance Universe average and the Lipper Index.
 
The Adviser’s Personnel and Methods. The Board reviewed the background of the portfolio manager responsible for the daily management of the Fund’s portfolio, seeking to achieve the Fund’s investment objective and adhering to the Fund’s investment strategies. The Independent Directors also engaged in discussions with the Adviser’s senior management responsible for the overall functioning of the Fund’s investment operations. The Board concluded that the Fund’s management team and the Adviser’s overall resources were adequate and that the Adviser had investment management capabilities and personnel essential to performing its duties under the Agreement.
 
Management Fee and Expenses. The Board considered the Adviser’s fee under the Agreement relative to the management fees charged by its Expense Group and Expense Universe averages. Although the Fund’s management fee rate for the most recent fiscal year was higher than that of the Expense Universe average, it was the same as the Expense Group average.
 
The Board also considered the Fund’s total expense ratio relative to its Expense Group and Expense Universe averages. The Board noted that the Fund’s total expense ratio was less than that of both the Expense Group average and the Expense Universe average. The Board concluded that the average expense ratio was satisfactory for the purpose of approving the continuance of the Agreement for the coming year.
 
Nature and Quality of Other Services. The Board considered the nature, quality, cost and extent of other services provided by the Adviser and the Distributor. At meetings held throughout the year, the Board reviewed the effectiveness of the Adviser’s overall compliance program, as well as the services provided by the Distributor. The Board viewed favorably the increased emphasis being placed by the Adviser on its overall compliance program as well as steps being undertaken to enhance the shareholders’ experience with the Fund, such as a more robust website. The Board also reviewed the services provided by the Adviser and its affiliates in supervising third party service providers. Based on this review, the Board concluded that the nature, quality, cost and extent of such other services provided by the Adviser and its affiliates were satisfactory, reliable and beneficial to the Fund’s shareholders.
 
 

20

 
 
Value Line Premier Growth Fund, Inc.
 
 
Profitability. The Board considered the level of profitability of the Adviser and its affiliates with respect to the Fund individually and in the aggregate for all the funds within the Value Line group of funds, including the impact of certain actions taken during prior years. These actions included the Adviser’s reduction (voluntary in some instances and contractual in other instances) of management and/or Rule 12b-1 fees for certain funds, the Adviser’s termination of the use of soft dollar research, and the cessation of trading through the Distributor. The Board concluded that the profitability of the Adviser and its affiliates with respect to the Fund, including the financial results derived from the Fund’s Agreement, were within a range the Board considered reasonable.
 
Other Benefits. The Board also considered the character and amount of other direct and incidental benefits received by the Adviser and its affiliates from their association with the Fund. The Board concluded that potential “fall-out” benefits that the Adviser and its affiliates may receive, such as greater name recognition, appear to be reasonable, and may in some cases benefit the Fund.
 
Economies of Scale. The Board noted that, given the current and anticipated size of the Fund, any perceived and potential economies of scale were not yet a significant consideration for the Fund and the addition of break points was determined not to be necessary at this time.
 
Fees and Services Provided for Other Comparable Funds/Accounts Managed by the Adviser and its Affiliates. In addition to comparing the Fund’s management fee rate to unaffiliated mutual funds included in the Fund’s Expense Group and Expense Universe, the Board was informed by the Adviser that the Adviser and its affiliates do not manage any investment companies comparable to the Fund. The Adviser informed the Board that it manages one small-cap growth equity non-mutual fund institutional asset management account. The Board noted that the Fund’s management fee rate was higher than that charged to the non-mutual fund institutional asset management account, however, the Adviser stated that it is required to provide the Fund with more and different types of services under the Agreement than the Adviser is required to provide the non-mutual fund institutional asset management account.
 
Conclusion. The Board, in light of the Adviser’s overall performance, considered it appropriate to continue to retain the Adviser as the Fund’s investment adviser. Based on their evaluation of all material factors deemed relevant, and with the advice of independent counsel, the Board determined that the Fund’s management fee rate payable to the Adviser under the Agreement does not constitute fees that are so disproportionately large as to bear no reasonable relationship to the services rendered and that could not have been the product of arm’s-length bargaining, and concluded that the management fee rate under the Agreement is fair and reasonable. Further, the Board concluded that the Fund’s Agreement is fair and reasonable and approved the continuation of the Agreement for another year.

 

21

 
 
Value Line Premier Growth Fund, Inc.
 
 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at http://www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
 
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities, and information regarding how the Fund voted these proxies for the 12-month period ended June 30 is available through the Fund’s website at http://www.vlfunds.com and on the SEC’s website at http://www.sec.gov. The description of the policies and procedures is also available without charge, upon request, by calling 1-800-243-2729.

 

22

 
 
Value Line Premier Growth Fund, Inc.
 
Management of the Fund
 
MANAGEMENT INFORMATION
 
The business and affairs of the Fund are managed by the Fund’s officers under the direction of the Board of Directors. The following table sets forth information on each Director and Officer of the Fund. Each Director serves as a director or trustee of each of the 14 Value Line Funds. Each Director serves until his or her successor is elected and qualified.
                   
Name, Address, and DOB
 
Position
 
Length of
Time Served
 
Principal Occupation
During the Past 5 Years
 
Other
Directorships
Held by Director
Interested Director*
                 
Thomas T. Sarkany
DOB: June 1946
 
Director
 
Since 2008
 
Director of Mutual Fund Marketing, Director of EULAV Securities, Inc. (the “Distributor”), Secretary of Value Line, Inc. since January 2010 and Director since February 2010.
 
Value Line, Inc.
Non-Interested Directors                
Joyce E. Heinzerling
500 East 77th Street
New York, NY 10162
DOB: January 1956
 
Director
 
Since 2008
 
President, Meridian Fund Advisers LLC. (consultants) since April 2009; General Counsel, Archery Capital LLC (private investment fund) until April 2009.
 
Burnham Investors Trust, since 2004
(4 funds).
Francis C. Oakley
54 Scott Hill Road
Williamstown, MA 01267
DOB: October 1931
 
Director
 
Since 2000
 
Professor of History, Williams College, (1961-2002). Professor Emeritus since 2002; President Emeritus since 1994 and President, (1985-1994); Chairman (1993-1997) and Interim President (2002-2003) of the American Council of Learned Societies. Trustee since 1997 and Chairman of the Board since 2005, National Humanities Center.
 
None
David H. Porter
5 Birch Run Drive
Saratoga Springs, NY 12866
DOB: October 1935
 
Director
 
Since 1997
 
Professor, Skidmore College since 2008; Visiting Professor of Classics, Williams College, (1999-2008); President Emeritus, Skidmore College since 1999 and President, (1987-1998).
 
None
Paul Craig Roberts
169 Pompano St.
Panama City Beach, FL
32413
DOB: April 1939
 
Director
 
Since 1985
 
Chairman, Institute for Political Economy.
 
None

 

23

 
 
Value Line Premier Growth Fund, Inc.
 
Management of the Fund

Name, Address, and DOB
 
Position
 
Length of
Time Served
 
Principal Occupation
During the Past 5 Years
 
Other
Directorships
Held by Director
Nancy-Beth Sheerr
1409 Beaumont Drive
Gladwyne, PA 19035
DOB: March 1949
 
Director
 
Since 1996
 
Senior Financial Adviser, Veritable L.P. (Investment adviser).
 
None
Daniel S. Vandivort
59 Indian Head Road
Riverside, CT 06878
DOB: July 1954
 
Director (Chairman of Board since March 2010)
 
Since 2008
 
President, Chief Investment Officer, Weiss, Peck and Greer/Robeco Investment Management (2005-2007); Managing Director, Weiss, Peck and Greer, (1995-2005).
 
None
Officers
             
Mitchell E. Appel
DOB: August 1970
 
President
 
Since 2008
 
President of each of the Value Line Funds since June 2008; Chief Financial Officer of Value Line, Inc. since April 2008 and from September 2005 to November 2007; Treasurer from June 2005 to September 2005; Director since February 2010; Chief Financial Officer of XTF Asset Management from November 2007 to April 2008; Chief Financial Officer of the Distributor since April 2008 and President since February 2009; President of the Adviser since February 2009.
Howard A. Brecher
DOB: October 1953
 
Vice President and Secretary
 
Since 2008
 
Vice President and Secretary of each of the Value Line Funds since June 2008; Chief Legal Officer; Vice President; Director of Value Line, Inc.; Acting Chairman and Acting CEO of Value Line, Inc. since November 2009; Secretary until January 2010; Secretary and Treasurer of the Adviser since February 2009; Vice President, Secretary, Treasurer, General Counsel and a Director of Arnold Bernhard & Co., Inc.
Michael J. Wagner
DOB: November 1950
 
Chief Compliance Officer
 
Since 2009
 
Chief Compliance Officer of Value Line Funds since June 2009; President of Northern Lights Compliance Service, LLC (formerly Fund Compliance Services, LLC (2006 - present)) and Senior Vice President (2004 - 2006) and President and Chief Operations Officer (2003 - 2006) of Gemini Fund Services, LLC; Director of Constellation Trust Company until 2008.
Emily D. Washington
DOB: January 1979
 
Treasurer
 
Since 2008
 
Treasurer and Chief Financial Officer (Principal Financial and Accounting Officer) of each of the Value Line Funds since August 2008; Associate Director of Mutual Fund Accounting at Value Line until August 2008.

*
Mr. Sarkany is an “interested person” as defined in the Investment Company Act of 1940 by virtue of his position with the Distributor.
 
Unless otherwise indicated, the address for each of the above officers is c/o Value Line Funds, 220 East 42nd Street, New York, NY 10017.

The Fund’s Statement of Additional Information (SAI) includes additional information about the Fund’s Directors and is available, without charge, upon request by calling 1-800-243-2729 or on the Fund’s website, www.vlfunds.com.

 

24

 
 
Value Line Premier Growth Fund, Inc.
 
 
[This Page Intentionally Left Blank.]
 
 

25

 
 
Value Line Premier Growth Fund, Inc.
 
 
 [This Page Intentionally Left Blank.]

 

26

 
 
Value Line Premier Growth Fund, Inc.
 
 
[This Page Intentionally Left Blank.]

 

27

 
 
Value Line Premier Growth Fund, Inc.
 
The Value Line Family of Funds
 
1950 — The Value Line Fund seeks long-term growth of capital. Current income is a secondary objective.
 
1952 — Value Line Income and Growth Fund’s primary investment objective is income, as high and dependable as is consistent with reasonable risk. Capital growth to increase total return is a secondary objective.
 
1956 — Value Line Premier Growth Fund seeks long-term growth of capital. No consideration is given to current income in the choice of investments.
 
1972 — Value Line Larger Companies Fund’s sole investment objective is to realize capital growth.
 
1979 — Value Line U.S. Government Money Market Fund**, a money market fund, seeks to secure as high a level of current income as is consistent with maintaining liquidity and preserving capital. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund.
 
1981 — Value Line U.S. Government Securities Fund seeks maximum income without undue risk to capital. Under normal conditions, at least 80% of the value of its net assets will be invested in securities issued or guaranteed by the U.S. Government and its agencies and instrumentalities.
 
1983 — Value Line Centurion Fund* seeks long-term growth of capital.
 
1984 — The Value Line Tax Exempt Fund seeks to provide investors with the maximum income exempt from federal income taxes while avoiding undue risk to principal. The fund may be subject to state and local taxes and the Alternative Minimum Tax (if applicable).
 
1985 — Value Line Convertible Fund seeks high current income together with capital appreciation primarily from convertible securities ranked 1, 2 or 3 for the year-ahead performance by the Value Line Convertible Ranking System.
 
1986 — Value Line Aggressive Income Trust seeks to maximize current income.
 
1987 — Value Line New York Tax Exempt Trust seeks to provide New York taxpayers with the maximum income exempt from New York State, New York City and federal income taxes while avoiding undue risk to principal. The Trust may be subject to state and local taxes and the Alternative Minimum Tax (if applicable).
 
1987 — Value Line Strategic Asset Management Trust* seeks to achieve a high total investment return consistent with reasonable risk.
 
1993 — Value Line Emerging Opportunities Fund invests in US common stocks of small capitalization companies, with its primary objective being long-term growth of capital.
 
1993 — Value Line Asset Allocation Fund seeks high total investment return, consistent with reasonable risk. The Fund invests in stocks, bonds and money market instruments utilizing quantitative modeling to determine the asset mix.
   
*
Only available through the purchase of Guardian Investor, a tax deferred variable annuity, or ValuePlus, a variable life insurance policy.
   
**
Effective August 19, 2009, The Value Line Cash Fund, Inc. changed its name to the Value Line U.S. Government Money Market Fund, Inc.
 
For more complete information about any of the Value Line Funds, including charges and expenses, send for a prospectus from EULAV Securities, Inc., 220 East 42nd Street, New York, New York 10017-5891 or call 1-800-243-2729, 9am–5pm CST, Monday–Friday, or visit us at www.vlfunds.com. Read the prospectus carefully before you invest or send money.

 

28

 
 
Item 11.
Controls and Procedures.
     
 
(a)
The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in rule 30a-2(c) under the Act (17 CFR 270.30a-2(c) ) based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report, are appropriately designed to ensure that material information relating to the registrant is made known to such officers and are operating effectively.
     
 
(b)
The registrant’s principal executive officer and principal financial officer have determined that there have been no significant changes in the registrant’s internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including corrective actions with regard to significant deficiencies and material weaknesses.
 
Item 12.
Exhibits.
       
 
(a)
(1)
Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940  (17 CFR 270.30a-2) attached hereto as Exhibit 99.CERT.
       
   
(2)
Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto as Exhibit 99.906.CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
By
/s/ Mitchell E. Appel
 
 
Mitchell E. Appel, President
 
     
     
Date:
August 31, 2010
 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


By:
/s/ Mitchell E. Appel
 
 
Mitchell E. Appel, President, Principal Executive Officer
     
     
By:
/s/ Emily D. Washington
 
 
Emily D. Washington, Treasurer, Principal Financial Officer
     
     
Date:
August 31, 2010