10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended January 31, 2013

or

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________________________________ to __________________________________

Commission File Number:   0-11306

	VALUE LINE, INC.
(Exact name of registrant as specified in its charter)

	New York		13-3139843
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

220 East 42nd Street, New York, New York	10017-5891
(Address of principal executive offices)	(Zip Code)

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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the  preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the
past 90  days.	Yes x  No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit and post such files)”.	Yes x  No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o	Accelerated filer o	Non-accelerated filer   x	Smaller reporting company o
		(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes o  No x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class Outstanding at March 12, 2013 

Common stock, $0.10 par value 9,880,051 Shares

VALUE LINE INC.TABLE OF CONTENTS

		Page No.
	PART I. FINANCIAL INFORMATION
Item 1.	Consolidated Condensed Financial Statements
	Consolidated Condensed Balance Sheets as of January 31, 2013 and April 30, 2012	3
	Consolidated Condensed Statements of Income for the three and nine months ended January 31, 2013 and 2012	4
	Consolidated Condensed Statements of Comprehensive Income for the three and nine months ended January 31, 2013 and 2012	5
	Consolidated Condensed Statements of Cash Flows for the nine months ended January 31, 2013 and 2012	6
	Consolidated Condensed Statement of Changes in Shareholders’ Equity for the nine months ended January 31, 2013	7
	Consolidated Condensed Statement of Changes in Shareholders’ Equity for the nine months ended January 31, 2012	8
	Notes to Consolidated Condensed Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	32
Item 4.	Controls and Procedures	33
	PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	33
Item 1A.	Risk Factors	33
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	34
Item 5.	Other Information	34
Item 6.	Exhibits	34
	Signatures	35

Part I - Financial Information

  Item 1. Financial Statements

Value Line, Inc.
Consolidated Condensed Balance Sheets
(in thousands, except share amounts)

	January 31,			April 30,
	2013			2012
	(unaudited)
Assets
Current Assets:
Cash and cash equivalents (including short term
investments of $7,751 and $10,848, respectively)	$	8,743		$	12,042
Securities available-for-sale		5,152			3,881
Accounts receivable, net of allowance for doubtful
accounts of $35 and $44, respectively		1,211			902
Prepaid and refundable income taxes		-			779
Prepaid expenses and other current assets		1,004			1,071
Deferred income taxes		320			442
Total current assets		16,430			19,117
Long term assets:
Investment in EAM Trust		57,465			56,331
Property and equipment, net		3,765			3,854
Capitalized software and other intangible assets, net		5,674			5,067
Total long term assets		66,904			65,252
Total assets	$	83,334		$	84,369
Liabilities and Shareholders’ Equity
Current Liabilities:
Accounts payable and accrued liabilities	$	2,138		$	2,673
Accrued salaries		992			1,108
Dividends payable		1,482			1,484
Accrued taxes on income		631			96
Reserve for settlement expenses		252			275
Unearned revenue		21,001			21,548
Total current liabilities		26,496			27,184
Long term liabilities:
Unearned revenue		3,032			4,447
Deferred income taxes		20,949			20,424
Total long term liabilities		23,981			24,871
Total liabilities		50,477			52,055
Shareholders' Equity:
Common stock, $0.10 par value; authorized 30,000,000
shares; issued 10,000,000 shares		1,000			1,000
Additional paid-in capital		991			991
Retained earnings		32,272			31,628
Treasury stock, at cost (119,949 and 103,619 shares, respectively)		(1,537	)		(1,390	)
Accumulated other comprehensive income, net of tax		131			85
Total shareholders’ equity		32,857			32,314
Total liabilities and shareholders’ equity	$	83,334		$	84,369

The accompanying notes are an integral part of these consolidated condensed financial statements.

3

Value Line, Inc.

Consolidated Condensed Statements of Income

(in thousands, except share & per share amounts)

(unaudited)

	For the Three Months Ended				For the Nine Months Ended
	January 31,				January 31,
	2013		2012		2013		2012
Revenues:
Investment periodicals and related publications	$	7,938	$	8,145	$	23,793	$	24,870
Copyright data fees		1,008		851		2,900		2,636
Total revenues		8,946		8,996		26,693		27,506
Expenses:
Advertising and promotion		1,017		622		2,916		2,731
Salaries and employee benefits		3,683		3,638		11,096		10,988
Production and distribution		1,422		1,143		4,236		3,530
Office and administration		1,736		1,770		5,085		5,278
Total expenses		7,858		7,173		23,333		22,527
Income from operations		1,088		1,823		3,360		4,979
Revenues and profits interests in EAM Trust		1,625		1,456		4,627		4,371
Income from securities transactions, net		37		3		93		34
Income before income taxes		2,750		3,282		8,080		9,384
Income tax provision		1,003		1,438		2,985		3,549
Net income	$	1,747	$	1,844	$	5,095	$	5,835
Earnings per share, basic & fully diluted	$	0.18	$	0.19	$	0.52	$	0.59
Weighted average number of common shares		9,884,308		9,896,381		9,891,826		9,930,225

The accompanying notes are an integral part of these consolidated condensed financial statements.

4

Value Line, Inc.

Consolidated Condensed Statements of Comprehensive Income

(in thousands)

(unaudited)

	For the Three Months Ended				For the Nine Months Ended
	January 31,				January 31,
	2013		2012		2013		2012
Net income	$	1,747	$	1,844	$	5,095	$	5,835
Other comprehensive income, net of tax:
Change in unrealized gains on securities, net of taxes		19		43		46		13
Other comprehensive income		19		43		46		13
Comprehensive income	$	1,766	$	1,887	$	5,141	$	5,848

The accompanying notes are an integral part of these consolidated condensed financial statements.

5

Value Line, Inc.

Consolidated Condensed Statements of Cash Flows

(in thousands)

(unaudited)

	For the Nine Months Ended
	January 31,
	2013			2012
Cash flows from operating activities:
Net income	$	5,095		$	5,835
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		1,136			399
Non-voting revenues interest in EAM Trust		(4,280	)		(4,251	)
Non-voting profits interest in EAM Trust		(347	)		(120	)
Realized losses on securities available-for-sale		-			22
Deferred income taxes		673			3,262
Changes in operating assets and liabilities:
Unearned revenue		(1,962	)		(1,262	)
Reserve for settlement		(23	)		(1,163	)
Operating lease exit obligation		(329	)		(329	)
Accounts payable & accrued expenses		(206	)		(1,716	)
Accrued salaries		(116	)		(3	)
Accrued taxes on income		484			35
Prepaid and refundable income taxes		779			59
Prepaid expenses and other current assets		67			44
Accounts receivable		(309)			886
Receivable from affiliates		-			38
Total adjustments		(4,433	)		(4,099	)
Net cash provided by operating activities		662			1,736
Cash flows from investing activities:
Purchases/sales of securities classified as available-for-sale:
Maturities and sales of fixed income securities		-			11,196
Purchases of equity securities		(1,200	)		(1,598	)
Distributions received from EAM Trust		3,493			4,339
Acquisition of property and equipment		(108	)		(31	)
Expenditures for capitalized software		(1,546	)		(2,992	)
Net cash provided by investing activities		639			10,914
Cash flows from financing activities:
Purchase of treasury stock at cost		(147	)		(946	)
Dividends paid		(4,453	)		(5,968	)
Net cash used by financing activities		(4,600	)		(6,914	)
Net change in cash and cash equivalents		(3,299	)		5,736
Cash and cash equivalents at beginning of year		12,042			6,802
Cash and cash equivalents at end of period	$	8,743		$	12,538

The accompanying notes are an integral part of these consolidated condensed financial statements.

6

Value Line, Inc.

Consolidated Condensed Statement of Changes in Shareholders’ Equity

For the Nine Months Ended January 31, 2013

(in thousands, except share amounts)

(unaudited)

	Common stock				Additional paid-in		Treasury Stock						Retained			Accumulated Other Comprehensive
	Shares		Amount		capital		Shares			Amount			earnings			income/(loss)		Total
Balance at April 30, 2012		10,000,000	$	1,000	$	991		(103,619	)	$	(1,390	)	$	31,628		$	85	$	32,314
Net income														5,095					5,095
Change in unrealized gains on securities, net of taxes																	46		46
Purchase of treasury stock								(16,330	)		(147	)							(147	)
Dividends declared														(4,451	)				(4,451	)
Balance at January 31, 2013		10,000,000	$	1,000	$	991		(119,949	)	$	(1,537	)	$	32,272		$	131	$	32,857

Dividends declared per share were $0.15 for each of the three months ending July 31, 2012, October, 31, 2012 and January 31, 2013.

The accompanying notes are an integral part of these consolidated condensed financial statements.

7

Value Line, Inc.

Consolidated Condensed Statement of Changes in Shareholders’ Equity

For the Nine Months Ended January 31, 2012

(in thousands, except share amounts)

(unaudited)

	Common stock				Additional paid-in		Treasury Stock						Retained			Accumulated Other Comprehensive
	Shares		Amount		capital		Shares			Amount			earnings			income/(loss)		Total
Balance at April 30, 2011		10,000,000	$	1,000	$	991		(25,119	)	$	(444	)	$	31,644		$	63	$	33,254
Net income														5,835					5,835
Change in unrealized gains on securities, net of taxes																	13		13
Purchase of treasury stock								(78,500	)		(946	)							(946	)
Dividends declared														(5,457	)				(5,457	)
Balance at January 31, 2012		10,000,000	$	1,000	$	991		(103,619	)	$	(1,390	)	$	32,022		$	76	$	32,699

Dividends declared per share were $0.20 for each of the three months ending July 31, 2011 and October, 31, 2011 and $0.15 for the three months ending January 31, 2012.

The accompanying notes are an integral part of these consolidated condensed financial statements.

8

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements
January 31, 2013

(Unaudited)

Note 1 - Organization and Summary of Significant Accounting Policies:

Value Line, Inc. (“Value Line” or “VLI”, and collectively with its subsidiaries, the “Company”) is incorporated in the State of New York. The name “Value Line” as used to describe the Company, its products, and its subsidiaries, is a registered trademark of the Company. The Company’s primary business is producing investment periodicals and related publications and making available copyright data including certain Value Line trademarks and Value Line Proprietary Ranking System information to third parties under written agreements for use in third party managed and marketed investment products.  

The Consolidated Condensed Balance Sheets as of January 31, 2013 and April 30, 2012, which have been derived from the unaudited interim Consolidated Condensed Financial Statements and the audited Consolidated Financial Statements, respectively, were prepared following the interim reporting requirements of the Securities and Exchange Commission (“SEC”). In the opinion of management, the accompanying Unaudited Interim Consolidated Condensed Financial Statements contain all adjustments (consisting of normal recurring accruals except as noted below) considered necessary for a fair presentation. This report should be read in conjunction with the audited financial statements and footnotes contained in the Company’s Annual Report on Form 10-K for the fiscal year ended April 30, 2012 filed with the SEC on July 27, 2012 (the “Form 10-K”). Results of operations covered by this report may not be indicative of the results of operations for the entire year.

Use of Estimates:

The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results may differ from those estimates.

Principles of Consolidation:

The Company follows the guidance in the Financial Accounting Standards Board’s (“FASB”) Topic 810 “Consolidation” to determine if it should consolidate its investment in a variable interest entity (“VIE”). A VIE is a legal entity in which either (i) equity investors do not have sufficient equity investment at risk to enable the entity to finance its activities independently or (ii) the equity holders at risk lack the obligation to absorb losses, the right to receive residual returns or the right to make decisions about the entity’s activities that most significantly affect the entity’s economic performance. A holder of a variable interest in a VIE is required to consolidate the entity if it is determined that it has a controlling financial interest in the VIE and is therefore the primary beneficiary. The determination of a controlling financial interest in a VIE is based on a qualitative assessment to identify the variable interest holder, if any, that has (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance, and (ii) either the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the VIE.  The accounting guidance requires the Company to perform an ongoing assessment of whether the Company is the primary beneficiary of a VIE and the Company has determined it is not the primary beneficiary of a VIE (see Note 3).

In accordance with FASB’s Topic 810, the assets, liabilities, and results of operations of subsidiaries in which the Company has a controlling interest have been consolidated. All significant intercompany accounts and transactions have been eliminated in consolidation. On December 23, 2010, the Company completed the deconsolidation of the investment management related affiliates (the “Restructuring Transaction”) in accordance with FASB’s Topic 810. As part of the Restructuring Transaction, the Company received a significant non-voting revenues interest (excluding distribution revenues) and a non-voting profits interest in the new entity, EULAV Asset Management, a Delaware statutory trust (“EAM” or “EAM Trust”). The Company relied on the guidance in FASB’s ASC Topics 323 and 810 in its determination not to consolidate its investment in EAM and to account for such investment under the equity method of accounting. The Company reports the amount it receives for its non-voting revenues and non-voting profits interests as a separate line item below operating income in the Consolidated Condensed Statements of Income.

Revenue Recognition:

Depending upon the product, subscription fulfillment for Value Line periodicals and related publications is available in print or digitally, via internet access. The length of a subscription varies by product and offer received by the subscriber. Generally, subscriptions are offered as annual subscriptions. Subscription revenues, net of discounts, are recognized ratably on a straight line basis when the product is served to the client over the life of the subscription. Accordingly, the amount of subscription fees to be earned by fulfilling subscriptions after the date of the balance sheets are shown as unearned revenue within current and long term liabilities.

Copyright data revenues are derived from providing certain Value Line trademarks and the Value Line Proprietary Ranking System information to third parties under written agreements for use in selecting securities for third party marketed products, including unit investment trusts, annuities and exchange traded funds (“ETFs”). The Company earns asset-based copyright data fees as specified in the individual agreements. Revenue is recognized monthly over the term of the agreement and, because it is asset-based, will fluctuate as the market value of the underlying portfolio increases or decreases in value.

9

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements
January 31, 2013

(Unaudited)

Investment in Unconsolidated Entities:

The Company accounts for its investment in its unconsolidated entity, EAM, using the equity method of accounting in accordance with FASB’s ASC 323. The equity method is an appropriate means of recognizing increases or decreases measured by GAAP in the economic resources underlying the investments. Under the equity method, an investor recognizes its share of the earnings or losses of an investee in the periods for which they are reported by the investee in its financial statements rather than in the period in which an investee declares a dividend or distribution. An investor adjusts the carrying amount of an investment for its share of the earnings or losses recognized by the investee.

The Company’s “interests” in EAM, the investment adviser to and the sole member of the distributor of the Value Line Funds, consist of a “non-voting revenues interest” and a “non-voting profits interest” in EAM as defined in the EAM Declaration of Trust dated as of December 23, 2010 (the “EAM Trust Agreement”). The business of EAM is managed by its trustees each owning 20% of the voting profits interest of EAM and by its officers subject to the direction of the trustees. The non-voting revenues interest (“Revenues Interest”) entitles the Company to receive a range of 41% to 55%, based on the amount of EAM’s adjusted gross revenues, excluding distribution revenues from EULAV Securities, the distributor of the Value Line Funds (“ES”). The non-voting profits interest (“Profits Interest”) entitles the Company to receive 50% of EAM’s profits, subject to certain limited adjustments as defined in the EAM Trust Agreement. The Revenues Interest and at least 90% of the Profits Interest are to be distributed each quarter to all interest holders of EAM, including Value Line.  The Company’s Revenues Interest in EAM excludes participation in the service and distribution fees of EAM’s subsidiary, ES.  The Company's Revenues Interest in EAM excludes participation in the service and distribution fees of EAM's subsidiary, ES.  The Company reflects its non-voting revenues and non-voting profits interests in EAM as non-operating income under the equity method of accounting.  Although the Company does not have control over the operating and financial policies of EAM, pursuant to the EAM Trust Agreement, the Company has a contractual right to receive its share of EAM's revenues and profits.

The management fees and average daily net assets for the Value Line Funds are calculated by State Street Bank, which serves as the fund accountant, fund administrator, and custodian of the Value Line Funds.

Service and distribution fees are received by the distributor from the Value Line Funds in accordance with service and distribution plans under rule 12b-1 of the Investment Company Act of 1940 on a monthly basis and are calculated based upon the average daily net assets of the respective Fund in accordance with each Fund’s prospectus. These plans are compensation plans, which means that the distributor’s fees under these plans are payable without regard to actual expenses incurred by the distributor, and therefore the distributor may earn a profit under the plan.

The Value Line Funds are open-end management companies registered under the Investment Company Act of 1940 (the “1940 Act”). Shareholder transactions for the Value Line Funds are processed each business day by the third party transfer agent of the Funds. Shares can be redeemed without advance notice upon request of the shareowners each day that the New York Stock Exchange is open.

Valuation of Securities:

The Company’s securities classified as cash equivalents and available-for-sale consist of shares of money market funds that invest primarily in short-term U.S. Government securities, investments in ETFs, shares of equity securities in various publicly traded companies and bank certificates of deposits and are valued in accordance with the requirements of the Fair Value Measurements Topic of the FASB’s ASC 820. The securities classified available-for-sale reflected in the Consolidated Condensed Balance Sheets are valued at market and unrealized gains and losses, net of applicable taxes, are reported as a separate component of shareholders’ equity. Realized gains and losses on sales of the securities classified as available-for-sale are recorded in earnings as of the trade date and are determined on the identified cost method.

The Company classifies its securities available-for-sale as current assets to properly reflect its liquidity and to recognize the fact that it has liquid assets available-for-sale should the need arise.

Market valuations of securities listed on a securities exchange and ETF shares are based on the closing sales prices on the last business day of each month. The market value of the Company’s fixed maturity U.S. Government debt securities is determined utilizing publicly quoted market prices. Cash equivalents consist of investments in money market funds that invest primarily in U.S. Government securities valued in accordance with rule 2a-7 under the 1940 Act.

The Fair Value Measurements Topic of FASB’s ASC defines fair value as the price that the Company would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market for the investment. The Fair Value Measurements Topic established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the information that market participants would use in pricing the asset or liability, including assumptions about risk. Examples of risks include those inherent in a particular valuation technique used to measure fair value such as the risk inherent in the inputs to the valuation technique. Inputs are classified as observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the factors market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.

10

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements
January 31, 2013

(Unaudited)

The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

Level 1 – quoted prices in active markets for identical investments

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Level 3 – significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments)

The following summarizes the levels of fair value measurements of the Company’s investments:

	As of January 31, 2013
($ in thousands)	Level 1		Level 2		Level 3		Total
Cash equivalents	$	7,751	$	-	$	-	$	7,751
Securities available-for-sale		5,152		-		-		5,152
	$	12,903	$	-	$	-	$	12,903

	As of April 30, 2012
($ in thousands)	Level 1		Level 2		Level 3		Total
Cash equivalents	$	10,848	$	-	$	-	$	10,848
Securities available-for-sale		3,881		-		-		3,881
	$	14,729	$	-	$	-	$	14,729

The Company had no other financial instruments such as futures, forwards and swap contracts. For the periods ended January 31, 2013 and April 30, 2012, there were no Level 2 nor Level 3 investments. The Company does not have any liabilities subject to fair value measurement.

Advertising expenses:

The Company expenses advertising costs as incurred.

Income Taxes:

The Company computes its income tax provision in accordance with the Income Tax Topic of the FASB’s ASC. Deferred tax liabilities and assets are recognized for the expected future tax consequences of events that have been reflected in the Consolidated Condensed Financial Statements. Deferred tax liabilities and assets are determined based on the differences between the book values and the tax bases of particular assets and liabilities, using tax rates currently in effect for the years in which the differences are expected to reverse.

The Income Tax Topic of the FASB’s ASC establishes for all entities, a minimum threshold for financial statement recognition of the benefit of positions taken in filing tax returns (including whether an entity is taxable in a particular jurisdiction), and requires certain expanded tax disclosures. As of January 31, 2013, management has reviewed the tax positions for the years still subject to tax audit under the statute of limitations, evaluated the implications, and determined that there is no material impact to the Company’s financial statements.

Earnings per share:

Earnings per share are based on the weighted average number of shares of common stock and common stock equivalents outstanding during each period. Any shares that are reacquired during the period are weighted for the portion of the period that they are outstanding. The Company does not have any potentially dilutive common shares from outstanding stock options, warrants, restricted stock, or restricted stock units.

Cash and Cash Equivalents:

For purposes of the Consolidated Condensed Statements of Cash Flows, the Company considers all cash held at banks and short term liquid investments with an original maturity of less than three months to be cash and cash equivalents. As of January 31, 2013 and April 30, 2012, cash equivalents included $7,751,000 and $10,848,000, respectively, for amounts invested in savings accounts at large commercial banks, held as bank certificates of deposits, and investments in money market mutual funds that invest in short term U.S. government securities.

Note 2 - Investments:

Securities Available-for-Sale:

Investments held by the Company and its subsidiaries are classified as securities available-for-sale in accordance with FASB’s ASC 320, Investments - Debt and Equity Securities. All of the Company’s securities classified as available-for-sale were readily marketable and had a maturity of twelve months or less and are classified as current assets on the Consolidated Condensed Balance Sheets.

11

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements
January 31, 2013

(Unaudited)

Equity Securities:

Equity securities classified as available-for-sale, consist of investments in common stocks, ETFs that attempt to replicate the performance of certain equity indexes, ETFs that attempt to replicate the inverse of the price performance of certain equity indexes and ETFs that hold preferred shares primarily of financial institutions. As of January 31, 2013 and April 30, 2012, the Company held equity securities consisting primarily of ETFs and select common stock holdings of blue chip companies with a concentration on large capitalization companies with high relative dividend yields, all classified as securities available-for-sale on the Consolidated Condensed Balance Sheets. Additionally, as of January 31, 2013 and April 30, 2012, the Company held non-leveraged ETFs, classified as securities available-for-sale, whose performance inversely corresponds to the market value changes of investments in other ETF securities held in the equity portfolio for dividend yield.

As of January 31, 2013 and April 30, 2012, the aggregate cost of the equity securities classified as available-for-sale, which consist of investments in the iShares Dow Jones Select Dividend Index (DVY), SPDR S&P Dividend (SDY), First Trust Value Line Dividend Index (FVD), PowerShares Financial Preferred (PGF), certain common shares of equity securities and inverse equity index ETFs, was $4,950,000 and $3,749,000, respectively, and the fair value was $5,152,000 and $3,881,000, respectively.  

There were no sales or proceeds from sales of equity securities during the nine months ended January 31, 2013 and January 31, 2012. The increases in gross unrealized gains on equity securities classified as available-for-sale of $70,000, net of deferred taxes of $24,000, were included in Shareholders’ Equity at January 31, 2013. The increases in gross unrealized gains on equity securities classified as available-for-sale of $12,000, net of deferred  taxes of $4,000, were included in Shareholders’ Equity at January 31, 2012.

The carrying value and fair value of securities available-for-sale at January 31, 2013 were as follows:

($ in thousands)	Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Common stocks	$	103	$	19	$	(11	)	$	111
ETFs - equities		2,969		419		-			3,388
Inverse ETFs - equities		1,878		-		(225	)		1,653
	$	4,950	$	438	$	(236	)	$	5,152

The carrying value and fair value of securities available-for-sale at April 30, 2012 were as follows:

($ in thousands)	Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Common stocks	$	103	$	14	$	(5	)	$	112
ETFs - equities		2,257		201		(5	)		2,453
Inverse ETFs - equities		1,389		-		(73	)		1,316
	$	3,749	$	215	$	(83	)	$	3,881

Government Debt Securities (Fixed Income Securities):

Fixed income securities consist of government debt securities issued by the United States federal government. There were no fixed income securities as of January 31, 2013 or April 30, 2012.

During the nine months ended January 31, 2012, proceeds from maturities and sales of government debt securities classified as available-for-sale were $11,196,000 and realized losses on sales of fixed income securities was $22,000. The increases in gross unrealized gains on fixed income securities classified as available-for-sale of $9,000, net of deferred taxes of $4,000, were included in Shareholders’ Equity at January 31, 2012. 

Income from securities transactions was comprised of the following:

	Three Months Ended January 31,					Nine Months Ended January 31,
($ in thousands)	2013		2012			2013			2012
Dividend income	$	34	$	19		$	91		$	46
Interest income		3		2			4			16
Realized losses on securities available-for- sale (1)		-		(18	)		-			(22	)
Other		-		-			(2	)		(6	)
Total income from securities transactions, net	$	37	$	3		$	93		$	34

(1) This amount was reclassified from Accumulated Other Comprehensive Income in the Consolidated Condensed Balance Sheets to the Consolidated Condensed Statements of Income.

12

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements
January 31, 2013

(Unaudited)

The changes in the value of equity and fixed income securities investments are recorded in Other Comprehensive Income in the Consolidated Condensed Financial Statements. Realized gains and losses are recorded as of the trade date in the Consolidated Condensed Statements of Income when securities are sold, mature or are redeemed. As of January 31, 2013 and April 30, 2012, accumulated other comprehensive income was $131,000 and $85,000, which is net of deferred taxes of $71,000 and $46,000, respectively.

Investment in Unconsolidated Entities:
Equity Method Investment:

As of January 31, 2013, and April 30, 2012, the Company’s investment in EAM Trust, on the Consolidated Condensed Balance Sheet was $57,465,000 and $56,331,000, respectively.

The value of VLI’s investment in EAM at January 31, 2013 and April 30, 2012 reflects the fair value of contributed capital of $55,805,000 at inception, plus $5,820,000 of cash and liquid securities in excess of working capital requirements contributed to EAM’s capital account by VLI, plus VLI’s share of non-voting revenues and non-voting profits from EAM less distributions, made quarterly to VLI by EAM, during the period subsequent to its initial investment through the dates of the Consolidated Condensed Balance Sheets.

It is anticipated that EAM will have sufficient liquidity and earn enough profit to conduct its current and future operations so the management of EAM will not need additional funding. Although the distributor had historically received, from the Value Line Funds under the compensation plans it had in place with the Funds, amounts in excess of its actual expenditures, in more recent years the distributor has been spending amounts on promotion of the Value Line Funds in excess of the compensation received from the Funds. Over time, EAM anticipates that its total future expenditures on such promotion will equal or exceed its total future revenues under the Funds’ distribution plans.  However, if that should not occur, EAM has no obligation to reimburse the Value Line Funds.

The Company monitors its Investment in EAM Trust for impairment to determine whether an event or change in circumstances has occurred that may have a significant adverse effect on the fair value of the investment. Impairment indicators include, but are not limited to the following: (a) a significant deterioration in the earnings performance, asset quality, or business prospects of the investee, (b) a significant adverse change in the regulatory, economic, or technological environment of the investee, (c) a significant adverse change in the general market condition of the industry in which the investee operates, or (d) factors that raise significant concerns about the investee’s ability to continue as a going concern such as negative cash flows, working capital deficiencies, or noncompliance with statutory capital and regulatory requirements. EAM did not record any impairment losses for its assets during the fiscal years 2013 or 2012.

The components of EAM’s investment management operations, provided to the Company by EAM, were as follows:

	Three Months Ended January 31,				Nine Months Ended January 31,
($ in thousands) (unaudited)	2013		2012		2013		2012
Investment management fees earned from the Value Line Funds, net of waivers shown below	$	3,252	$	3,038	$	9,481	$	9,296
12b-1 fees and other fees, net of waivers shown below	$	992	$	838	$	2,868	$	2,588
Other income	$	5	$	5	$	5	$	14
Investment management fee waivers (1)	$	16	$	179	$	362	$	636
12b-1 fee waivers (1)	$	545	$	534	$	1,633	$	1,700
Value Line’s non-voting revenues interest	$	1,472	$	1,430	$	4,280	$	4,251
EAM’s net income (2)	$	306	$	52	$	694	$	240

(1) During fiscal 2013 investment management fee waivers primarily related to the U.S. Government Money Market Fund (“USGMMF”) which was merged into a third party fund, the Daily Income Fund, managed by Reich & Tang, effective October 19, 2012.  The 12b-1 fee waivers related to nine of the Value Line Mutual Funds.  In fiscal 2012, investment management fee waivers primarily related to the USGMMF and the 12b-1 fee waivers related to eleven of the Value Line Mutual Funds.

(2) Represents EAM’s net income, after giving effect to Value Line’s non-voting revenues interest, but before distributions to voting profits interest holders and to the Company in respect of its 50% non-voting profits interest.

		January 31,			April 30,
($ in thousands)		2013			2012
	(unaudited)
EAM’s total assets		$	59,141		$	57,482
EAM’s total liabilities (1)			(2,664	)		(663	)
EAM’s total equity		$	56,477		$	56,819

(1) At January 31, 2013, EAM’s total liabilities included a payable to VLI for its accrued non-voting revenues and non-voting profits interests of $1,588,000.

13

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements
January 31, 2013

(Unaudited)

Note 3 - Variable Interest Entity

The Company retained a non-voting revenues interest and a 50% non-voting profits interest in EAM, which was formed to carry on the asset management and mutual fund distribution businesses formerly conducted by the Company. EAM is considered to be a VIE. The Company makes its determination for consolidation of EAM as a VIE based on a qualitative assessment of the purpose and design of EAM, the terms and characteristics of the variable interests in EAM, and the risks EAM is designed to originate and pass through to holders of variable interests.  Other than EAM, the Company does not have an interest in any other VIEs.

The Company has determined that it does not have a controlling financial interest in EAM because it does not have the power to direct the activities of EAM that most significantly impact its economic performance. Value Line does not hold any voting stock of EAM and it does not have any involvement in the day-to-day activities or operations of EAM. Although the EAM Trust Agreement provides Value Line with certain consent rights and contains certain restrictive covenants related to the activities of EAM, these are considered to be protective rights and therefore Value Line does not maintain control over EAM.

In addition, although EAM is expected to be profitable, there is a risk that it could operate at a loss. While all of the profit interest shareholders in EAM are subject to variability based on EAM’s operations risk, Value Line’s non-voting revenues interest in EAM is a preferred interest in the revenues of EAM, rather than a profits interest in EAM, and Value Line accordingly believes it is subject to proportionately less risk than other holders of the profits interests.

The Company has not provided any explicit or implicit financial or other support to EAM other than what was contractually agreed to in the EAM Trust Agreement. Value Line has no obligation to fund EAM in the future and, as a result, has no exposure to loss beyond its initial investment and any undistributed revenues and profits interests retained in EAM. The following table presents the total assets of EAM, the maximum exposure to loss due to involvement with EAM, as well as the value of the assets and liabilities the Company has recorded on its Consolidated Condensed Balance Sheets for its interest in EAM.

			Value Line
($ in thousands)	VIE Assets			Investment in EAM Trust (1)		Liabilities		Maximum Exposure to Loss
As of January 31, 2013 (unaudited)	$	59,141		$	57,465	$	-	$	57,465
As of April 30, 2012	$	57,482		$	56,331	$	-	$	56,331

(1) Reported within Long Term Assets on the Consolidated Condensed Balance Sheets.

Note 4 - Supplementary Cash Flow Information:

	Nine Months Ended January 31,
($ in thousands)	2013			2012
State and local income tax payments	$	(20	)	$	(84	)
Federal income tax payments to the Parent	$	(1,030	)	$	(245	)

See Note 7-Related Party Transactions for amounts associated with the Parent.

Note 5 - Employees’ Profit Sharing and Savings Plan:

Substantially all employees of the Company and its subsidiaries are members of the Value Line, Inc. Profit Sharing and Savings Plan (the “Plan”). In general, this is a qualified, contributory plan which provides for a discretionary annual Company contribution which is determined by a formula based on the salaries of eligible employees and the amount of consolidated net operating income as defined in the Plan. For the nine months ended January 31, 2013 and January 31, 2012, the estimated profit sharing plan contribution, which is included as an expense in salaries and employee benefits in the Consolidated Condensed Statements of Income, was $175,000 and $337,000, respectively.

Note 6 - Comprehensive Income:

The FASB’s ASC Comprehensive Income topic requires the reporting of comprehensive income in addition to net income from operations. Comprehensive income is a more inclusive financial reporting methodology that includes disclosure of certain financial information that otherwise would not be recognized in the calculation of net income.

In May 2012, the Company adopted the provisions of Accounting Standards Update 2011-05 to reflect comprehensive income in two statements which include the components of net income and total net income in the first statement, immediately followed by a financial statement that presents the components of other comprehensive income, a total for other comprehensive income and a total for comprehensive income.

14

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements
January 31, 2013

(Unaudited)

As of January 31, 2013, and January 31, 2012, the Company held equity securities consisting primarily of ETFs and select common stock holdings of blue chip companies with a concentration on large capitalization companies with high relative dividend yields that are classified as securities available-for-sale on the Consolidated Condensed Balance Sheets. Additionally, as of January 31, 2013, and January 31, 2012, the Company held non-leveraged ETFs, classified as securities available-for-sale, whose performance inversely corresponds to the market value changes of investments in other ETF securities held in the equity portfolio for dividend yield. The change in valuation of these securities, net of deferred income taxes, has been recorded in accumulated other comprehensive income in the Company’s Consolidated Condensed Balance Sheets.

The components of comprehensive income included in the Consolidated Condensed Statements of Income and Changes in Shareholders’ Equity for the nine months ended January 31, 2013 are as follows:

($ in thousands)		Amount Before Tax		Tax Expense			Tax Benefit		Amount Net of Tax
Change in unrealized gains on securities	$	70	$	(78	)	$	54	$	46
	$	70	$	(78	)	$	54	$	46

The components of comprehensive loss that are included in the Consolidated Condensed Statements of Income and Changes in Shareholders’ Equity for the nine months ended January 31, 2012 are as follows:

($ in thousands)	Amount Before Tax			Tax Expense			Tax Benefit		Amount Net of Tax
Change in unrealized losses on securities	$	(1	)	$	-		$	-	$	(1	)
Add: Losses realized in net income		22			(8	)		-		14
	$	21		$	(8	)	$	-	$	13

Note 7 - Related Party Transactions:

Investment Management (overview):

On December 23, 2010, the Company deconsolidated its asset management and mutual fund distribution businesses and its interest in these businesses was restructured as a non-voting revenues and non-voting profits interests in EAM. Accordingly, the Company no longer reports this operation as a separate business segment, although it still maintains a significant interest in the cash flows generated by this business and will receive non-voting revenues and non-voting profits interests going forward, as discussed below. Total assets in the Value Line Funds managed and/or distributed by EAM at January 31, 2013, were $2.13 billion, 2.6% above total assets of $2.08 billion in the Value Line Funds managed by EAM at January 31, 2012. The increase is a result of net appreciation in equity assets under management partially offset by redemptions within the funds.  

At the Value Line Mutual Funds shareholder meeting held on December 15, 2011, the Convertible Fund shareholders approved the merger of the Value Line Convertible Fund into the Value Line Income and Growth Fund, effective December 16, 2011.  The Value Line Convertible Fund had approximately $20 million in assets under management as of December 16, 2011.  On May 18, 2012, the Value Line New York Tax Exempt Trust ($15 million) combined into the Value Line Tax Exempt Fund ($90 million).  The combination offers many benefits for fund shareholders as described in the fund’s proxy materials.

The USGMMF in accordance with a plan approved by the Fund Board merged into a third party fund, the Daily Income Fund, managed by Reich & Tang Asset Management LLC ("Reich & Tang"), effective October 19, 2012.  Final documentation was approved at the fund board meeting held during June 2012.  EAM distributes the Daily Income Fund on behalf of Reich & Tang and maintains the shareholder accounts on behalf of the Value Line Funds shareholders who invest in the Daily Income Fund, but EAM is no longer subsidizing the expenses of the money market fund resulting from the low interest rate economic environment.  In addition, the merger of the USGMMF eliminated the cost of administration and fund accounting.

At the September 2012 meeting, the Funds' Board approved a change in the strategy of the Value Line Aggressive Income Trust and a name change to the Value Line Core Bond Fund effective December 10, 2012. In doing so, the Value Line Funds now have a core bond fund offering that still meets the fundamental investment objectives of the Aggressive Income Trust, which is maximization of current income with a secondary objective of capital appreciation, yet have broader appeal and a larger pool of investors to attract assets. Such assets may include existing shareholders of other Value Line Funds as shareholders redeem equities.

At the December 2012 meeting, the Funds’ Board approved a merger of the Value Line U.S. Government Securities Fund into the Value Line Core Bond Fund. The merger is scheduled to take place in March 2013, pending shareholder approval. This would create a core bond fund with over $100 million in assets, a critical threshold for many institutional money managers. At the same meeting, the Funds’ board approved a name change to the Value Line Emerging Opportunities Fund to Value Line Small Cap Opportunities Fund. By changing the name, the strategy of the fund and correct category is clearly defined for investors.

The non-voting revenues and 90% of the Company’s non-voting profits interests due from EAM to the Company are payable each quarter under the provisions of the EAM Trust Agreement. The distributable amounts earned through the balance sheet date, which is included in the Investment in EAM Trust on the Consolidated Condensed Balance Sheets, and not yet paid, were $1,588,000 and $497,000 at January 31, 2013 and April 30, 2012, respectively.

15

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements
January 31, 2013

(Unaudited)

EAM Trust - VLI’s non-voting revenues and non-voting profits interests:

The Company holds non-voting revenues and non-voting profits interests in EAM which entitle the Company to receive from EAM an amount ranging from 41% to 55% of EAM’s investment management fee revenues from its mutual fund and separate accounts business. EAM currently has no separately managed account clients. During the period from December 23, 2010 until May 28, 2011, EAM occupied a portion of the premises that the Company leases from a third party. The Company received $44,000 for the month of May, 2011 for rent and certain accounting and other administrative support services provided to EAM on a transitional basis during such period. The Company recorded income from its non-voting revenues interest and its non-voting profits interests in EAM as follows:

	Three Months Ended January 31,				Nine Months Ended January 31,
($ in thousands)	2013		2012		2013		2012
Non-voting revenues interest in EAM	$	1,472	$	1,430	$	4,280	$	4,251
Non-voting profits interest in EAM		153		26		347		120
	$	1,625	$	1,456	$	4,627	$	4,371

Transactions with Parent:

During the nine months ended January 31, 2013 and January 31, 2012, the Company was reimbursed $138,000 and $167,000, respectively, for payments it made on behalf of and for services the Company provided to the Parent. There were no Receivables from affiliates or receivables from the Parent on the Consolidated Condensed Balance Sheets at January 31, 2013 and April 30, 2012.

The Company is a party to a tax-sharing arrangement with the Parent which allocates the tax liabilities of the two Companies between them. The Company made $1,030,000 and $245,000 of federal tax payments to the Parent during the nine months ended January 31, 2013 and January 31, 2012, respectively. Prepaid and refundable income taxes on the Consolidated Condensed Balance Sheets included $0 and $530,000 of prepaid federal income tax due from the Parent at January 31, 2013 and April 30, 2012, respectively.

From time to time, the Parent has purchased additional shares of common stock of the Company in the market when and as the Parent has determined it to be appropriate. The Parent may make additional purchases of common stock of the Company from time to time in the future. As of January 31, 2013, the Parent owned approximately 87.4% of the outstanding shares of common stock of the Company.

Note 8 - Federal, State and Local Income Taxes:

In accordance with the requirements of the Income Tax Topic of the FASB’s ASC, the Company’s provision for income taxes includes the following:

	Three Months Ended January 31,				Nine Months Ended January 31,
($ in thousands)	2013		2012		2013		2012
Current tax expense (benefit):
Federal	$	727	$	414	$	2,054	$	371
State and local		156		131		258		(84	)
		883		545		2,312		287
Deferred tax expense (benefit):
Federal		97		448		533		2,784
State and local		23		445		140		478
		120		893		673		3,262
Income tax provision:	$	1,003	$	1,438	$	2,985	$	3,549

Deferred income taxes are provided for temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities. The tax effect of temporary differences giving rise to the Company’s deferred tax asset and deferred tax liability are as follows:

($ in thousands)	January 31, 2013			April 30, 2012
Federal tax benefit (liability):
Net operating loss	$	-		$	126
Unrealized gains on securities available-for-sale		(71	)		(46	)
Operating lease exit obligation		51			153
Deferred professional fees		75			80
Deferred charges		222			76
Total federal tax benefit		277			389
State and local tax benefits:
Net operating loss		-			15
Other		43			38
Total state and local tax benefits		43			53
Deferred tax asset, short term	$	320		$	442

16

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2013

(Unaudited)

	January 31,			April 30,
($ in thousands)	2013			2012
Federal tax liability (benefit):
Deferred gain on deconsolidation of EAM	$	17,679		$	17,679
Deferred non-cash post-employment compensation		(619	)		(619	)
Depreciation and amortization		1,400			1,032
Other		217			120
Total federal tax liability		18,677			18,212
State and local tax liabilities (benefits):
Deferred gain on deconsolidation of EAM		2,185			2,182
Deferred non-cash post-employment compensation		(76	)		(76	)
Depreciation and amortization		173			127
Deferred professional fees		(10	)		(21	)
Total state and local tax liabilities		2,272			2,212
Deferred tax liability, long term	$	20,949		$	20,424

The Company’s net operating loss carryforward from fiscal 2012 of approximately $360,000 was fully utilized during the nine months ended January 31, 2013.  The tax effect of temporary differences giving rise to the Company’s long term deferred tax liability is primarily a result of the federal, state, and local taxes related to the $50,510,000 gain from deconsolidation of the Company’s asset management and mutual fund distribution subsidiaries, partially offset by the long term tax benefit related to the non-cash post-employment compensation of $1,770,000 granted to VLI’s former employee.

At the end of each interim reporting period, the Company estimates the effective income tax rate to apply for the full year. The Company uses the effective income tax rate determined to provide for income taxes on a year-to-date basis and reflects the tax effect of any tax law changes and certain other discrete events in the period in which they occur.

The overall effective income tax rate, as a percentage of pre-tax ordinary income for the nine months ended January 31, 2013 and 2012 was 36.94% and 37.82%, respectively. The annual effective tax rate changed during fiscal 2013 due to a number of factors including but not limited to an increase or decrease in the ratio of items that do not have tax consequences to pre-tax income, the Company’s geographic profit mix between tax jurisdictions, new tax laws, new interpretations of existing tax laws and rulings by and settlements with tax authorities.  The fluctuation in the effective income tax rate is attributable to prior fiscal year offset by a higher percentage of income subject to state and local taxes during the current fiscal year, to the recognition of the domestic production tax credits and an increase in the dividends received deduction during the current fiscal year offset by a higher percentage of income subject to state and local taxes.

The provision for income taxes differs from the amount of income tax determined by applying the applicable U.S. statutory income tax rate to pretax income as a result of the following:

	Nine Months Ended January 31,
	2013			2012
U.S. statutory federal rate		35.00	%		35.00	%
Increase (decrease) in tax rate from:
State and local income taxes, net of federal income tax benefit		2.78	%		2.73	%
Effect of dividends received deductions		-0.26	%		-0.11	%
Domestic production tax credit		-0.58	%		-
Other, net		-			0.20	%
Effective income tax rate		36.94	%		37.82	%

The Company believes that, as of January 31, 2013, there were no material uncertain tax positions that would require disclosure under GAAP.

The Company is included in the consolidated federal income tax return of the Parent.  The Company has a tax sharing agreement which requires it to make tax payments to the Parent equal to the Company’s liability/(benefit) as if it filed a separate return.

The Company’s federal income tax returns (included in the Parent’s consolidated returns) and state and city tax returns for fiscal years 2009, 2010, and 2011 were subject to examination by the tax authorities, generally for three years after they were filed with the tax authorities.  In February 2012, the Internal Revenue Service concluded its examination of the Company’s federal income tax returns through the fiscal year 2010, which resulted in no changes that had any adverse effect on the Company’s financial statements.

17

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2013

(Unaudited)

Note 9 - Property and Equipment:

Property and equipment are carried at cost.  Depreciation and amortization are provided using the straight-line method over the estimated useful lives of the assets, or in the case of leasehold improvements, over the remaining terms of the leases.  For income tax purposes, depreciation of furniture and equipment is computed using accelerated methods and buildings and leasehold improvements are depreciated over prescribed extended tax lives. Property and equipment, net, on the Consolidated Condensed Balance Sheets was comprised of the following:

	January 31,			April 30,
($ in thousands)	2013			2012
Land	$	726		$	726
Building and leasehold improvements		7,325			7,283
Furniture and equipment		11,021			10,955
		19,072			18,964
Accumulated depreciation and amortization		(15,307	)		(15,110	)
Total property and equipment, net	$	3,765		$	3,854

Note 10 - Accounting for the Costs of Computer Software Developed for Internal Use:

The Company has adopted the provisions of the Statement of Position 98-1 (SOP 98-1), “Accounting for the Costs of Computer Software Developed for Internal Use”.  SOP 98-1 requires companies to capitalize as long-lived assets many of the costs associated with developing or obtaining software for internal use and amortize those costs over the software’s estimated useful life in a systematic and rational manner.

The Company capitalized  $1,546,000 and $2,992,000 related to the development of software for internal use for the nine months ended January 31, 2013 and January 31, 2012, respectively, of which $1,444,000 and $1,876,000 related to development costs for  the digital production software  project and $102,000 and $1,116,000 related to a new fulfillment system, respectively.  Such costs are capitalized and amortized over the expected useful life of the asset which is approximately from 3 to 5 years.  Total amortization expenses for the nine months ended January 31, 2013 and January 31, 2012 were $937,000 and $191,000, respectively.

The new fulfillment system was placed in service on December 1, 2011.  The Company’s refreshed website, Single Sign On (“SSO”) and new e-commerce and website shopping cart were also placed in service during December 2011.  A new institutional sales website ValueLinePro.com was launched by the Company during March 2012.

Note 11 - Treasury Stock and Repurchase Program:

On January 20, 2011, the Company’s Board of Directors approved the repurchase of shares of the Company’s common stock up to an aggregate purchase amount of $3,200,000.  The repurchase program expired on January 15, 2012 and was not renewed by the Company’s Board of Directors.

On September 19, 2012, the Company’s Board of Directors approved the repurchase of shares of the Company’s common stock, at such times and prices as management determined to be advisable up to an aggregate purchase amount of $3,000,000.

Treasury stock, at cost, consists of the following:

(in thousands except for shares and cost per share)	Shares		Total Average Cost Assigned		Average Cost per Share		Aggregate Purchase Price Remaining Under the Program
Balance as of April 30, 2012 (1)(2)		103,619	$	1,390	$	13.41	$	-
Purchases effected in open market during the quarters ended :
October 31, 2012		3,440		30		8.84	$	2,970
January 31, 2013		12,890		117		9.11	$	2,853
Balance as of January 31, 2013		119,949	$	1,537	$	12.81

(1) Includes the balance of 18,400 shares with a total average cost of $354,000 that were acquired prior to the repurchase program authorized in January 2011.

(2) Includes the balance of 85,219 shares with a total average cost of $1,036,000 that were acquired during the former repurchase program, which was authorized in January 2011 and expired in January 2012.

Note 12 - Lease Commitments:

On June 4, 1993, the Company entered into a 15 year lease agreement to provide primary office space.  The lease included free rental periods as well as scheduled base rent escalations over the term of the lease.  In April 2007, the Company extended the term for 5 additional years at a market rental rate to May 2013. The total amount of the base rent payments is being charged to expense on the straight-line method over the term of the lease. The Company recorded a deferred charge on its Consolidated Balance Sheets to reflect the excess of annual rental expense over cash payments since inception of the lease.

18

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2013

(Unaudited)

On February 7, 2013, the Company and Citibank, N.A. (the “Sublandlord”) entered into a sublease agreement, pursuant to which Value Line will lease approximately 44,493 square feet of office space located on the ninth floor at 485 Lexington Ave., New York, NY (“Building” or “Premises”) beginning on or about July 1, 2013 and ending on February 27, 2017 (“Sublease”).  Base rent under the Sublease will be $1,468,269 per annum, subject to customary concessions in the Company’s favor and pass-through of certain increases in operating costs and real estate taxes.  The Company provided a security deposit in cash in the amount of $489,423.  This Building will become the Company’s new corporate office facility.  The Company is required to pay for certain operating expenses associated with the Premises as well as utilities supplied to the Premises.  The Sublease terms will provide for a significant decrease in the Company’s annual rental expenses.

Value Line has reached an agreement with its current landlord to extend the term of the current lease for its current corporate office facility, which was due to expire on May 31, 2013, for a period of three and a half months beginning June 1, 2013 and expiring September 15, 2013 (“Lease Modification”) at a rental which approximates the Company’s monthly rent payments under the current lease obligation.

Future minimum payments, exclusive of potential increases in real estate taxes and operating cost escalations, under operating leases for office space, with remaining terms of one year or more, are as follows:

Fiscal Years ended April 30,	Current Lease		New Sublease		Total
			($ in thousands)
2014	$	1,326	$	490	$	1,816
2015		-		1,468		1,468
2016		-		1,468		1,468
2017		-		1,224		1,224
	$	1,326	$	4,650	$	5,976

Rental expenses for the nine months ended January 31, 2013 and January 31, 2012 were $1,882,000 for each period.  During fiscal years 2013 and fiscal 2012, office space rental decreased as a result of the classification of a portion of the lease payments as a reduction of the accrued lease exit obligation related to EAM’s relocation in fiscal 2011.

19

Item 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Cautionary Statement Regarding Forward-Looking Information

This report contains statements that are predictive in nature, depend upon or refer to future events or conditions (including certain projections and business trends) accompanied by such phrases as “believe”, “estimate”, “expect”, “anticipate”, “will”, “intend” and other similar or negative expressions, that are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995, as amended.  Actual results for Value Line, Inc. (“Value Line” or “the Company”) may differ materially from those projected as a result of certain risks and uncertainties, including but not limited to the following:

● dependence on key personnel;

● maintaining revenue from subscriptions for the Company’s digital and print published products;

● protection of intellectual property rights;

● changes in market and economic conditions, including global financial issues;

● dependence on non-voting revenues and non-voting profits interests in EULAV Asset Management, a Delaware statutory trust (“EAM” or “EAM Trust”), which serves as an investment advisor to the Value Line Funds and engages in related distribution, marketing and administrative services;

● fluctuations in EAM’s assets under management due to broadly based changes in the values of equity and debt securities, redemptions by investors and other factors, and the effect these changes may have on the valuation of EAM’s intangible assets;

● competition in the fields of publishing, copyright data and investment management;

● the impact of government regulation on the Company’s and EAM’s business;

● availability of free or low cost investment data through discount brokers or generally over the internet;

● terrorist attacks, cyber security attacks and natural disasters;

● other risks and uncertainties, including but not limited to the risks described in Item 1A, “Risk Factors” of the Company’s Annual Report on Form 10-K for the year ended April 30, 2012 and in Part II, Item 1A of this Quarterly Report on Form 10-Q for the period ended January 31, 2013; and other risks and uncertainties arising from time to time.

These factors are not necessarily all of the important factors that could cause actual results to differ materially from those expressed in any of our forward-looking statements. Other unknown or unpredictable factors which may involve external factors over which we may have no control, or changes in our plans, strategies, objectives, expectations or intentions, which may happen at any time at our discretion, could also have material adverse effects on future results. Except as otherwise required to be disclosed in periodic reports required to be filed by public companies with the SEC pursuant to the SEC’s rules, we have no duty to update these statements, and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks and uncertainties, current plans, anticipated actions, and future financial conditions and results may differ from those expressed in any forward-looking information contained herein.

In this report, “Value Line,” “we,” “us,” “our” refers to Value Line, Inc. and the “Company” refers to Value Line and its subsidiaries unless the context otherwise requires.

Executive Summary of the Business

The Company’s primary business is producing investment periodicals and related publications and making available copyright data, including certain Proprietary Ranking System and other proprietary information, to third parties under written agreements for use in third-party managed and marketed investment products.  Value Line markets under well-known brands including Value Line, the Value Line Logo, The Value Line Investment Survey®, and The Most Trusted Name in Investment Research®. The name “Value Line” as used to describe the Company, its products, and its subsidiaries, and is a registered trademark of the Company. Prior to December 23, 2010, the date of the completion of  the Restructuring Transaction (see “Restructuring of Asset Management and Mutual Fund Distribution Businesses” below), the Company provided investment management services to the Value Line® Mutual Funds (“Value Line Funds”), institutions and individual accounts and provided distribution, marketing, and administrative services to the Value Line Funds.

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The Company’s target audiences within the investment periodicals and related publications field are individual investors, colleges, libraries, and investment management professionals. Individuals come to Value Line for complete research in one package.  Institutional subscribers consist of corporations, financial professionals, colleges, and municipal libraries.  Libraries and universities, offer the Company’s detailed research to their patrons and students.  Investment management professionals use the research and historical information in their day-to-day businesses.  The Company has a dedicated department that solicits institutional subscriptions.  Fees for institutional subscriptions vary by the university or college enrollment, number of users, and the number of products purchased.

Payments received for new and renewal subscriptions and the value of receivables for amounts billed to retail and institutional customers are recorded as unearned revenue until the order is fulfilled.  As the subscriptions are fulfilled, the Company recognizes revenue in equal installments over the life of the particular subscription. Accordingly, the subscription fees to be earned by fulfilling subscriptions after the date of a particular balance sheet are shown on that balance sheet as unearned revenue within current and long term liabilities.

Restructuring of Asset Management and Mutual Fund Distribution Businesses

The business of EULAV Asset Management Trust, a Delaware business trust (“EAM”) is managed by its trustees each owning 20% of the voting profits interest of EAM and by its officers subject to the direction of the trustees.  The Company’s non-voting revenues and non-voting profits interests in EAM entitle it to receive a range of 41% to 55% of EAM’s revenues (excluding distribution revenues) from EAM’s mutual fund and separate account business and 50% of the residual profits of EAM (subject to temporary increase in certain limited circumstances).  The Voting Profits Interest Holders will receive the other 50% of residual profits of EAM.

Pursuant to the EAM Agreement, the Company granted EAM the right to use the Value Line name for all existing Value Line Funds and agreed to supply the Value Line Proprietary Ranking System information to EAM without charge or expense.

Business Environment

During the nine months ended January 31, 2013, the NASDAQ and the Dow Jones Industrial Average were up 9% and 8%, respectively.  The risk-averse temperament of investors continues to restrain both the Company’s revenues from its research periodicals and publications and the Company’s cash flows from its non-voting revenues and non-voting profits interests in EAM.

The further strength in the U.S. stock market in recent quarters has been all the more notable in that it has been achieved in what could best be described as a challenging economic environment. To wit, growth continued in 2012, even though a drawdown of inventories and a sharp reduction in defense spending in last year’s final quarter limited the GDP gain notably.

Looking ahead, further challenges will remain in 2013, including our expectation of a disappointingly slow rate of improvement on the employment side and irregular gains in consumer activity. On the whole, our sense is that the economy will grow by a respectable 2%, or so, this calendar year, and that, underpinned by progressively better housing metrics, a belated comeback in employment, low inflation, and a fully supportive Federal Reserve, will gather traction as the current year concludes and 2014 commences. In fact, that presumptive momentum should then generate a 2.5%-3.0% increase in the nation’s gross domestic product next year. As a result of recent record levels in the indexes, the possibility of a market correction has to be considered.    

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Results of Operations for the Three and Nine Months Ended January 31, 2013 and January 31, 2012

The following table illustrates the Company’s key components of revenues and expenses.

	Three Months Ended January 31,							Nine Months Ended January 31,
($ in thousands, except earnings per share)	2013		2012		Change			2013		2012		Change
Income from operations	$	1,088	$	1,823		-40.3	%	$	3,360	$	4,979		-32.5	%
Revenues and profits interests from EAM Trust	$	1,625	$	1,456		11.6	%	$	4,627	$	4,371		5.9	%
Income from operations plus non-voting revenues and non-voting profits interests from EAM Trust	$	2,713	$	3,279		-17.3	%	$	7,987	$	9,350		-14.6	%
Operating expenses	$	7,858	$	7,173		9.5	%	$	23,333	$	22,527		3.6	%
Income from securities transactions, net	$	37	$	3		1133.3	%	$	93	$	34		173.5	%
Income before income taxes	$	2,750	$	3,282		-16.2	%	$	8,080	$	9,384		-13.9	%
Net income	$	1,747	$	1,844		-5.3	%	$	5,095	$	5,835		-12.7	%
Earnings per share	$	0.18	$	0.19		-5.3	%	$	0.52	$	0.59		-11.9	%

Total operating revenues

	Three Months Ended January 31,							Nine Months Ended January 31,
($ in thousands)	2013		2012		Change			2013		2012		Change
Investment periodicals and related publications:
Print	$	4,709	$	5,117		-8.0	%	$	14,344	$	15,417		-7.0	%
Digital		3,229		3,028		6.6	%		9,449		9,453		-0.0	%
Total investment periodicals and related publications		7,938		8,145		-2.5	%		23,793		24,870		-4.3	%
Copyright data fees		1,008		851		18.4	%		2,900		2,636		10.0	%
Total publishing revenues	$	8,946	$	8,996		-0.6	%	$	26,693	$	27,506		-3.0	%

Within investment periodicals and related publications, subscription sales orders are derived from print and digital products.  The following chart illustrates the fiscal year-to-fiscal year changes in the gross sales orders associated with print and digital subscriptions.

Sources of Subscription Gross Sales Orders

	Three Months Ended January 31,
	2013						2012
	Print			Digital			Print			Digital
New Sales Orders		17.9	%		26.2	%		19.4	%		17.1	%
Conversion and Renewal Sales Orders		82.1	%		73.8	%		80.6	%		82.9	%
Total Gross Sales Orders		100.0	%		100.0	%		100.0	%		100.0	%

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	Nine Months Ended January 31,
	2013						2012
	Print			Digital			Print			Digital
New Sales Orders		17.9	%		23.5	%		15.5	%		19.2	%
Conversion and Renewal Sales Orders		82.1	%		76.5	%		84.5	%		80.8	%
Total Gross Sales Orders		100.0	%		100.0	%		100.0	%		100.0	%

	As of January 31,
($ in thousands)	2013		2012		Change
Unearned subscription income (current and long term liabilities)	$	24,033	$	25,739		-6.6	%

Investment periodicals and related publications revenues

Investment periodicals and related publications revenues decreased $207,000, or 2.5% for the three months ended January 31, 2013 and $1,077,000, or 4.3%, for the nine months ended January 31, 2013, as compared to the prior fiscal year.  While the Company continued its efforts to attract new subscribers through various marketing channels, primarily direct mail and the internet for retail users, and by the efforts of our sales personnel in the institutional market, total product line circulation at January 31, 2013 was 3.2% lower than total product line circulation at January 31, 2012.  Selective price increases recently introduced have been offset by reduced sales volume of renewals and new orders.  Continuing factors that have contributed to the decline in the investment periodicals and related publications revenues include competition in the form of free or low cost investment research on the Internet and research provided by brokerage firms at no direct cost to their clients.  The Company is not adding enough new subscribers to offset the subscribers that choose not to renew their subscriptions.  The Company has been successful in growing revenues from digitally-delivered investment periodicals within institutional sales. Gross institutional sales orders of $7,981,000 for the nine months ended January 31, 2013, were 1.8% above comparable sales orders of $7,841,000, for the nine months ended January 31, 2012.  This growth continues a positive trend for Institutional Sales, but is not sufficient to wholly offset the lost revenues from retail subscribers.

            Print publication revenues decreased $408,000 or 8.0% for the three months ended January 31, 2013 and $1,073,000, or 7.0%, for the nine months ended January 31, 2013 from fiscal 2012 for the reasons described earlier.   Earned revenues from institutional print publications increased $164,000 or 58.8% for the three months ended January 31, 2013 and $392,000 or 48.8%, for the nine months ended January 31, 2013 as compared to the prior fiscal year.  Print publications revenues from retail subscribers decreased $571,000 or 11.8% for the three months ended January 31, 2013 and $1,464,000 or 10.0%, for the nine months ended January 31, 2013, as compared to the prior fiscal year.

Digital publications revenues increased $201,000 or 6.6% for the three months ended January 31, 2013 and remained at the same level for the nine months ended January 31, 2013 as compared to the prior fiscal year.  Earned revenues from institutional digital publications increased $222,000 or 11.2% for the three months ended January 31, 2013 and $153,000 or 2.5%, for the nine months ended January 31, 2013, as compared to the prior fiscal year. Digital publications revenues from retail subscribers decreased $20,000 or 1.9% for the three months ended January 31, 2013 and $158,000 or 4.9%, for the nine months ended January 31, 2013, as compared to the prior fiscal year.

The Company has relied more on its institutional sales marketing efforts, and the increase in institutional combined print and digital revenues is a direct result of a focused effort to sell to colleges, libraries and corporate accounts.  The decrease in digital and print retail publications revenues is primarily attributable to the decrease in circulation within the Company’s products, and the transition of certain users from the retail category to institutional, at higher prices.

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During this past quarter, the Company has placed significant effort on renewing non-institutional subscriptions by increasing the number of renewal notifications including increases in e-mail and telemarketing efforts.

The majority of the Company’s subscribers have traditionally been individual investors who generally receive printed publications via U.S. Mail on a weekly basis. Consistent with the experience of other print publishers in many fields, the Company has found that its roster of customers has been declining as individuals migrate to various digital services.  A modest number of customers who do not qualify for retail prices have chosen to cancel their subscriptions, while the rest have converted to institutional services, at higher prices.

Individual investors interested in digitally-delivered investment information have access to free equity research from many sources.  For example, most retail broker-dealers with computerized trading services offer their customers free or low cost research services that compete with the Company’s services.  Revenues from the Company’s current retail online services have also declined because many competing products offer more extensive interactive features.

The Company believes that the volatility of the equity market and the sluggish economic recovery have to some extent eroded retail investor interest in equities.  The Company also believes that the negative trend in overall subscription revenue is likely to continue until new products have been developed and marketed.

The Company has established the goal of developing competitive digital products and marketing them effectively through traditional as well as internet and mobile channels. Towards that end, the Company has been modernizing legacy information technology systems.  The Company is not able to predict when these efforts will result in the launch of new products or whether they will be successful in reversing the trend of declining retail publishing revenues.

During fiscal 2012, there were a number of technology advances which are building blocks to the planned launch of our new product offerings expected to begin in fiscal 2014.  In December 2011, the new fulfillment system was placed in service that gives the Company the ability to perform real time order processing and grant immediate access to products through the Internet, all from one system, as well as offering multi-tiered entitlements which will come into play in fiscal 2014 with the Company’s new product offerings.  In December 2011, a new eCommerce platform and a Single Sign On module were launched which directly leverage the new fulfillment system’s capabilities for new web order entry and customers’ access to their products via a single username and password.  Both of these services are a substantial progression from the previous solutions.  In January 2012, a website reskin was launched which served to modernize the look and feel of valueline.com.

In addition, the Company launched a new institutional sales website ValueLinePro.com during March 2012.  ValueLinePro.com provides a dedicated Internet destination for investment advisers, portfolio managers, corporate professionals and library patrons who seek to learn how Value Line’s proprietary research tools can help them research stocks, mutual funds, options, convertible securities and exchange traded funds (“ETFs”).  The site thoroughly describes each of the Company’s customized products available to institutions and investment professionals, coordinating with the Company’s sales and marketing efforts to institutions, and has began to serve as a key generator of sales leads.

A major data technology focus is the creation of a centralized and active database for all of Value Line’s finalized, post-calculated data.  In order to serve up our data for a variety of uses (new products, different Institutional Sales channels, etc.) it became apparent that all data fields must be fully defined, and a new storage/retrieval mechanism developed which was built upon current “relational” protocols.

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Copyright data fees

The Value Line Proprietary Ranking System information (the “Ranking System”), a component of the Company’s flagship product, The Value Line Investment Survey, is also utilized in the Company’s copyright data business. The Ranking System is also required to be made available to EAM for specific uses without charge.  The Ranking System is designed to be predictive over a six to twelve month period.  For the three, six and twelve months ended January 31, 2013, the combined Ranking System “Rank 1 & 2” stocks increased by 9.7%, 14.6%, and 15.1%, respectively,  allowing for weekly changes in Ranks, outperforming an increase of 6.1%, 8.1%, and 14.1% in the S&P 500 Index during the comparable periods, respectively.  For the nine month period ended January 31, 2013, the combined Ranking System “Rank 1 & 2” stocks increased 8.9%, outperforming the S&P 500 Index’s increase of 7.2%, during the comparable period.

During the three and nine months ended January 31, 2013, copyright data fees increased $157,000 or 18.4% and $264,000, or 10.0%, respectively, as compared to the prior fiscal year.  As of January 31, 2013, total third party sponsored assets were attributable to four contracts for copyright data representing $3.6 billion in various products, as compared to four contracts and $3.1 billion in assets at January 31, 2012, representing a 16.0% increase in assets. The Company believes the growth of this part of the business is dependent upon the desire of third parties to use the Value Line trademarks and proprietary research for their products. This market has become significantly more competitive as a result of product diversification and increased use of indices by portfolio managers.  Management is focusing on potential channels for the copyright data products, while maintaining good cooperation with current third party sponsors.

Investment management fees and services – (unconsolidated)

The Company no longer reports this operation as a separate business segment, although it still maintains a significant interest in the cash flows generated by this business and will receive ongoing payments in respect of its non-voting revenues and non-voting profits interests, as discussed below.  Total assets in the Value Line Funds managed and/or distributed by EAM at January 31, 2013, were $2.13 billion, which is $55 million or 2.6% above total assets of $2.08 billion in the Value Line Funds managed by EAM at January 31, 2012.

Value Line Mutual Funds

Total Net Assets

	As of January 31,
($ in millions)	2013		2012		Change
Equity funds	$	1,872	$	1,779		5.2	%
Fixed income funds		197		225		-12.4	%
U.S. Government Money Market Fund (“USGMMF”)		-		72		-100.0	%
Total EAM managed net assets		2,069		2,076		-0.3	%
Daily Income Fund managed by Reich & Tang Asset Management LLC (“Reich & Tang”)		62		-		n/a
Total net assets	$	2,131	$	2,076		2.6	%

While equity assets under management increased 5.2%, four of the six Value Line equity mutual funds, excluding SAM and Centurion are currently experiencing net redemptions and the associated net asset outflows (redemptions less new sales).  However, while the Value Line Funds are in net redemptions, they are experiencing less net redemptions in the twelve months ended January 31, 2013 than in the prior year due to higher gross sales in the equity/hybrid funds and better retention of existing fund assets. The Value Line Asset Allocation Fund is experiencing net cash inflows and was added to Schwab's OneSource Select List during August 2012.

Shares of Value Line Strategic Asset Management Trust (“SAM”) and Value Line Centurion Fund (“Centurion”) are available to the public only through the purchase of certain variable annuity and variable life insurance contracts issued by The Guardian Insurance & Annuity Company, Inc. (“GIAC”).

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	As of January 31,
($ in millions)	2013		2012		Change
Variable annuity assets (GIAC)	$	470	$	468		0.4	%
All other open end equity fund assets		1,402		1,311		6.9	%
Total equity fund net assets	$	1,872	$	1,779		5.2	%

EAM Trust - Results of operations before distribution to interest holders

The overall results of EAM’s investment management operations during the nine months ended January 31, 2013, before interest holder distributions, include total investment management fees earned from the Value Line Funds of $9,481,000, 12b-1 fees and other fees of $2,868,000 and other income of $5,000.  For the same period, total investment management fee waivers for the USGMMF and the Value Line Core Bond Fund were $362,000 and 12b-1 fee waivers for nine Value Line Funds were $1,633,000.  During the nine months ended January 31, 2013, EAM’s net income was $694,000 after giving effect to Value Line’s non-voting revenues interest of $4,280,000, but before distributions to voting profits interest holders and to the Company in respect of its 50% non-voting profits interest.

Total results of EAM’s investment management operations during the nine months ended January 31, 2012, before interest holder distributions, include total investment management fees earned from the Value Line Funds of $9,296,000, 12b-1 fees of $2,588,000 and other income of $14,000. For the same period, total investment management fee waivers were $636,000 and 12b-1 fee waivers were $1,700,000.  During the nine months ended January 31, 2012, EAM’s net income was $240,000 after giving effect to Value Line’s non-voting revenues interest of $4,251,000, but before distributions to voting interest holders and to the Company in respect of its non-voting profits interest.

As of January 31, 2013, nine of the Value Line Funds have all or a portion of the 12b-1 fees being waived, and one fund has partial investment management fee waivers in place.  Although, under the terms of the EAM Declaration of Trust, the Company no longer receives or shares in the revenues from 12b-1 distribution fees, the Company could benefit from the fee waivers to the extent that the resulting reduction of expense ratios and enhancement of the performance of the Value Line Funds attracts new assets.

 As of January 31, 2013, four of the six Value Line equity mutual funds, excluding SAM and Centurion, had an overall four or five star rating by Morningstar, Inc. The largest distribution channel for the Value Line Funds remains the fund supermarket platforms such as Guardian, Charles Schwab & Co., Inc., Fidelity, Pershing and E-Trade.In August 2012, the Value Line Asset Allocation Fund was added to Schwab’s prestigious OneSource Select List.

The Value Line equity fund assets and fixed income fund assets represent 90.5% and 9.5%, respectively, of total fund assets under management (“AUM”) as of January 31, 2013.  At January 31, 2013, equity AUM increased by 5.2% and fixed income AUM decreased by 12.4% as compared to the prior fiscal year.

At the Value Line Mutual Funds shareholder meeting held on December 15, 2011, the Convertible Fund shareholders approved the merger of the Value Line Convertible Fund into the Value Line Income and Growth Fund, effective December 16, 2011.  The Value Line Convertible Fund had approximately $20 million in assets under management as of December 16, 2011.  On May 18, 2012, the Value Line New York Tax Exempt Trust ($15 million) combined into the Value Line Tax Exempt Fund ($90 million).  The combination offers many benefits for fund shareholders as described in the fund’s proxy materials.

The USGMMF in accordance with a plan approved by the Fund Board, merged into a third party fund, the Daily Income Fund, managed by Reich & Tang, effective October 19, 2012.  Final documentation was approved at the fund board meeting held during June 2012.  EAM distributes the Daily Income Fund on behalf of Reich & Tang and maintains the shareholder accounts on behalf of the Value Line Funds shareholders who invest in the Daily Income Fund, but EAM is no longer subsidizing the expenses of the USGMMF resulting from the low interest rate economic environment.  In addition, the merger of the USGMMF eliminated the cost of administration and fund accounting.

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At the September 2012 meeting, the Funds’ Board approved a change in the strategy of the Value Line Aggressive Income Trust and a name change to the Value Line Core Bond Fund effective December 10, 2012. In doing so, the Value Line Funds now have a core bond fund offering that still meets the fundamental investment objectives of the Aggressive Income Trust, which is maximization of current income with a secondary objective of capital appreciation, yet have broader appeal and a larger pool of investors to attract assets. Such assets may include existing shareholders of other Value Line Funds as shareholders redeem equities.

At the December 2012 meeting, the Funds’ Board approved a merger of the Value Line U.S. Government Securities Fund into the Value Line Core Bond Fund. The merger is scheduled to take place in March 2013, pending shareholder approval. This would create a core bond fund with over $100 million in assets, a critical threshold for many institutional money managers. At the same meeting, the Funds’ board approved a name change to the Value Line Emerging Opportunities Fund to Value Line Small Cap Opportunities Fund. By changing the name, the strategy of the fund and correct category is clearly defined for investors.

EAM Trust - The Company’s non-voting revenues and non-voting profits interests

The Company recorded income from its non-voting revenues interest and its non-voting profits interests in EAM as follows:

	Three Months Ended January 31,							Nine Months Ended January 31,
($ in thousands)	2013		2012		Change			2013		2012		Change
Non-voting revenues interest	$	1,472	$	1,430		2.9	%	$	4,280	$	4,251		0.7	%
Non-voting profits interest		153		26		488.5	%		347		120		189.2	%
	$	1,625	$	1,456		11.6	%	$	4,627	$	4,371		5.9	%

The Company holds non-voting revenues and non-voting profits interests in EAM which entitle the Company to receive from EAM an amount ranging from 41% to 55% of EAM’s investment management fee revenues from its mutual fund and separate accounts business.  EAM currently has no separately managed account clients.

Value Line operating expenses

	Three Months Ended January 31,							Nine Months Ended January 31,
($ in thousands)	2013		2012		Change			2013		2012		Change
Advertising and promotion	$	1,017	$	622		63.5	%	$	2,916	$	2,731		6.8	%
Salaries and employee benefits		3,683		3,638		1.2	%		11,096		10,988		1.0	%
Production and distribution		1,422		1,143		24.4	%		4,236		3,530		20.0	%
Office and administration		1,736		1,770		-1.9	%		5,085		5,278		-3.7	%
Total expenses	$	7,858	$	7,173		9.5	%	$	23,333	$	22,527		3.6	%

Expenses within the Company are categorized into advertising and promotion, salaries and employee benefits, production and distribution, and office and administration.  Operating expenses for the three and nine months ended January 31, 2013, increased $685,000 or 9.5% and $806,000, or 3.6%, respectively, as compared to the three and nine months ended January 31, 2012.

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Advertising and promotion

Advertising and promotion expenses during the three months ended January 31, 2013, increased $395,000 or 63.5%, as compared to the prior year period, mainly related to a $295,000 increase in direct mail costs due to the timing of direct mail campaigns during the third quarter of fiscal 2013 as compared to the third quarter of fiscal 2012 and a $94,000 increase in expenses related to promotion of the digital products in fiscal 2013.

Advertising and promotion expenses during the nine months ended January 31, 2013, increased $185,000, or 6.8%, as compared to fiscal 2012.  The increase was mainly due to a $362,000 increase in direct marketing costs due to the timing of direct mail campaigns in fiscal 2013 as compared to fiscal 2012 and an $80,000 increase in telemarketing costs, which were offset by a decrease of $167,000 in media and internet advertising and promotional costs to market the digital products and software products to institutions during fiscal 2012.  The remaining decreases for the nine months ended January 31, 2013, were related to a $43,000 decline in copyright data sales commissions’ costs and a $47,000 reduction in postage expenses related to renewal solicitation costs which primarily resulted from the increased digital renewal efforts.

Salaries and employee benefits

Salaries and employee benefits increased $45,000 or 1.2% and $108,000 or 1.0%, respectively, during the three and nine months ended January 31, 2013, as compared to fiscal 2012.  Increased expenses in salaries and employee benefits were related to the timing of personnel replacements in information technology, marketing, quantitative research and commissionable sales personnel in institutional sales offset by the additional capitalization of $93,000 and $171,000 for digital project development costs for the three and nine months ended January 31, 2013, respectively, as compared to the prior year.

Production and distribution

Production and distribution expenses during the three and nine months ended January 31, 2013, increased $279,000 or 24.4% and $706,000 or 20.0%, respectively, as compared to fiscal 2012.  During the three and nine months ended January 31, 2013, an increase of $261,000 and $769,000, respectively, resulted from additional amortization of internally developed software costs for the automation of our fulfillment system, single sign on, website development and new, service oriented production architecture implemented during the third quarter of fiscal 2012.  These expenses were partially offset by a decrease in paper and distribution expenses and lower costs related to outsourced data collection services.

Office and administration

Office and administration expenses during the three months ended January 31, 2013, decreased $34,000 or 1.9%, as compared to fiscal 2012.  The decrease was primarily due to a decline in professional fees in fiscal 2013.

Office and administration expenses during the nine months ended January 31, 2013, decreased $193,000 or 3.7%, as compared to fiscal 2012.  The decrease was primarily due to a decline in professional fees, and a decrease in utilities costs at the Company’s corporate facility.  In fiscal 2012, office and administrative expense were reduced due to reimbursement of $44,000 received from EAM for the month of May 2011 for rent and certain accounting and other administrative support services provided to EAM during its final month of occupancy at the Company’s office facility.

Income from Securities Transactions, net

During the nine months ended January 31, 2013, the Company’s income from securities transactions, net, of $93,000, which includes primarily dividend income, was $59,000 or 173.5% above income from securities transactions, net, of $34,000 during the nine months ended January 31, 2012.  During the nine months ended January 31, 2012, income from securities transactions, net, included $46,000 of dividend income and $16,000 of interest income.  Realized losses on sales of fixed income securities, were $22,000 during the nine months ended January 31, 2012.

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Lease Commitments

On February 7, 2013, the Company and Citibank, N.A. (the “Sublandlord”) entered into a sublease agreement, pursuant to which Value Line will lease approximately 44,493 square feet of office space located on the ninth floor at 485 Lexington Ave., New York, NY (“Building” or “Premises”) beginning on or about July 1, 2013 and ending on February 27, 2017 (“Sublease”).  Base rent under the Sublease will be $1,468,269 per annum payable in equal monthly installments on the first day of each month, subject to customary concessions in the Company’s favor and pass-through of certain increases in operating costs and real estate taxes.  The Company provided a security deposit in cash in the amount of $489,423, which may be reduced to $367,067 on March 1, 2015, and to $244,712 on March 1, 2016 and fully refunded after the Sublease ends.  This Building will become the Company’s new corporate office facility.  The Company is required to pay for certain operating expenses associated with the Premises as well as utilities supplied to the Premises.  The Sublease terms will provide for a significant decrease in the Company’s annual rental expenses.

Value Line has reached an agreement with its current landlord to extend the term of the current lease for its current corporate office facility, which was due to expire on May 31, 2013, for a period of three and a half months beginning June 1, 2013 and expiring September 15, 2013 (“Lease Modification”) at a rental which approximates the Company’s monthly rent payments under the current lease obligation.

The summaries of the Sublease and Lease Modification do not purport to be complete and are qualified in their entirety by reference to the Sublease and Lease Modification, each of which is attached as an exhibit to this report on Form 10-Q for the quarter ending January 31, 2013.

Effective income tax rate

The overall effective income tax rate, as a percentage of pre-tax ordinary income for the nine months ended January 31, 2013 and 2012 was 36.94% and 37.82%, respectively. The annual effective tax rate changed during fiscal 2013 due to a number of factors including but not limited to an increase or decrease in the ratio of items that do not have tax consequences to pre-tax income, the Company’s geographic profit mix between tax jurisdictions, new tax laws, new interpretations of existing tax laws and rulings by and settlements with tax authorities.  The fluctuation in the effective income tax rate is attributable to prior fiscal year offset by a higher percentage of income subject to state and local taxes during the current fiscal year, to the recognition of the domestic production tax credits and an increase in the dividends received deduction during the current fiscal year offset by a higher percentage of income subject to state and local taxes.

Liquidity and Capital Resources

The Company had negative working capital, defined as current assets less current liabilities, of $10,066,000 as of January 31, 2013 and negative working capital of $8,239,000 as of January 31, 2012.  These amounts include short term unearned revenue of $21,001,000 and $20,800,000 reflected in total current liabilities at January 31, 2013 and January 31, 2012, respectively.  Cash and short term securities were $13,895,000 as of January 31, 2013 and $15,614,000 as of January 31, 2012.

The Company’s cash and cash equivalents include $7,751,000 and $11,733,000 at January 31, 2013 and January 31, 2012, respectively, invested primarily in Money Market Funds at brokers’ accounts, which operate under Rule 2a-7 of the 1940 Act and invest primarily in short term U.S. government securities.

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Cash from operating activities

The Company had cash inflows from operating activities of $662,000 during the nine months ended January 31, 2013, $1,074,000 below cash inflows from operations of $1,736,000 during the nine months ended January 31, 2012.  The lower cash flows during the first nine months of fiscal 2013 were primarily the result of decline in net income and deferred revenue, offset by payments made from the settlement reserve of $23,000 and $1,163,000, and payments to the Company’s Profit Sharing and Savings Plan in the amounts of $294,000 and $507,000, in fiscal 2013 and fiscal 2012, respectively.

Cash from investing activities

The Company’s cash inflows from investing activities of $639,000 during the nine months ended January 31, 2013, were $10,275,000 below cash inflows from investing activities of $10,914,000 for the nine months ended January 31, 2012.  Cash inflows for the nine months ended January 31, 2012, were lower primarily due to the Company’s decision not to re-invest $11,196,000 of proceeds from sales of fixed income securities during the prior fiscal year, in short-term, low yielding fixed income securities andtiming of the receipt of non-voting revenues interest and non-voting profits interest distributions from EAM Trust.  The Company expects that investing activities will provide cash from continued receipts from its non-voting revenues and non-voting profits interests distributions in EAM.  The decrease in cash inflows from investing activities in fiscal 2013 was partially offset by the decline in expenditures for capitalized software of $1,446,000 related to capitalized software costs for upgrading product capabilities.

Cash from financing activities

The Company’s cash outflows from financing activities of $4,600,000 during the nine months ended January 31, 2013, were less than cash outflows from financing activities of $6,914,000 for the nine months ended January 31, 2012.  During fiscal 2013, cash outflows for financing activities consisted of dividend payments of $0.15 per share and $147,000 for the repurchase of the Company’s common stock under the September 19, 2012 board approved common stock repurchase program.  During fiscal 2012, cash outflows for financing activities consisted of two dividend payments of $0.20 and one dividend payment of $0.15 per share and $946,000 for the repurchase of the Company’s common stock under the January 20, 2011 board approved repurchase program that expired on January 15, 2012.  The Company expects financing activities will continue to use cash for dividend payments for the foreseeable future.  

Management believes that the Company’s cash and other liquid asset resources used in its business together with the future cash flows from operations and from the Company’s non-voting revenues and non-voting profits interests in EAM will be sufficient to finance current and forecasted liquidity needs for the next twelve months and does not anticipate making any borrowings during the next twelve months.   As of January 31, 2013, retained earnings were $32,272,000 and liquid assets were $13,895,000.

Seasonality

Our operations are minimally seasonal in nature.  Our publishing revenues are comprised of subscriptions which are generally annual subscriptions.  Our cash flows from operating activities are somewhat seasonal in nature, primarily due to the timing of customer payments made for subscription renewals, which generally occur more frequently in our fiscal  third quarter.

Off-balance sheet arrangements

We are not a party to any off-balance sheet arrangements, other than operating leases entered into in the ordinary course of business.

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Recent Accounting Pronouncements

In June 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-05, Presentation of Comprehensive Income (“ASU 2011-05”), which represents an update to ASC 220, Comprehensive Income.  ASU 2011-05 provides new disclosure guidance for comprehensive income, requiring presentation of each component of net income along with total net income, each component of other comprehensive income along with a total for other comprehensive income and a total amount for comprehensive income.  An entity will have the option to present these items in one continuous statement or two separate but consecutive statements.  An entity will no longer be permitted to present components of other comprehensive income as part of the statement of changes in stockholders’ equity.  ASU 2011-05 is effective for fiscal years and interim periods within those years beginning after December 15, 2011.  Portions of ASU 2011-05 were amended in December 2011.  The Company adopted the provisions of ASU 2011-5 effective May 1, 2012, and it did not have a material impact on our Consolidated Condensed Financial Statements.

In December 2011, the FASB issued ASU No. 2011-11, Disclosures about Offsetting Assets and Liabilities (“ASU 2011-11”), to improve reporting and transparency of offsetting (netting) assets and liabilities and the related affects on the financial statements. ASU 2011-11 is effective for fiscal years and interim periods within those years beginning after January 1, 2013.  The Company believes that the implementation of ASU 2011-11 will not have a material effect on its Consolidated Condensed Financial Statements.

In July 2012, the FASB issued ASU No. 2012-02, Intangibles-Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment (“ASU 2012-02”), to simplify how entities test indefinite-lived intangible assets for impairment which improves consistency in impairment testing requirements among long-lived asset categories. ASU 2012-02 permits an assessment of qualitative factors to determine whether it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying value. For assets in which this assessment concludes it is more likely than not that the fair value is more than its carrying value, these amended standards eliminate the requirement to perform quantitative impairment testing as outlined in the previously issued standards. ASU 2012-02 is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, early adoption is permitted. The Company believes that the implementation of ASU 2012-02 will not have a material effect on its Consolidated Condensed Financial Statements.

In February 2013, the FASB issued ASU No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income (“ASU 2013-02”), which requires an entity to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income, if the amount being reclassified is required to be reclassified in its entirety to net income. For other amounts that are not required to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures required that provide additional detail about those amounts. The amendments in ASU 2013-02 supersede the presentation requirements for reclassifications out of accumulated other comprehensive income in ASU 2011-05 and ASU 2011-12. ASU 2013-02 is effective for reporting periods beginning after December 15, 2012, early adoption is permitted.  The Company believes that the implementation of ASU 2013-02 will not have a material effect on its Consolidated Condensed Financial Statements.

Critical Accounting Estimates and Policies

The Company prepares its Consolidated Condensed Financial Statements in accordance with accepted accounting principles as in effect in the United States (U.S. “GAAP”). The preparation of these financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent, and the Company evaluates its estimates on an ongoing basis. Actual results may differ from these estimates under different assumptions or conditions. The Company believes the following critical accounting policies reflect the significant judgments and estimates used in the preparation of its Consolidated Condensed Financial Statements.

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Item 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Market Risk Disclosures

The Company’s Consolidated Condensed Balance Sheets include a substantial amount of assets whose fair values are subject to market risks.  The Company’s market risks are primarily associated with interest rates and equity price risk.  The following sections address the significant market risks associated with the Company’s investment activities.

Interest Rate Risk

At January  31, 2013, the Company did not have investments in securities with fixed maturities and therefore did not have any interest rate risk.

Equity Price Risk

           The carrying values of investments subject to equity price risks are based on quoted market prices as of the balance sheet dates.  Market prices are subject to fluctuation and, consequently, the amount realized in the subsequent sale of an investment may significantly differ from the reported market value.  Fluctuation in the market price of a security may result from perceived changes in the underlying economic characteristics of the issuer, the relative price of alternative investments and general market conditions.  Furthermore, amounts realized in the sale of a particular security may be affected by the relative quantity of the security being sold.

           The Company’s equity investment strategy has been to acquire equity securities across a diverse industry group.  The portfolio consists primarily of ETFs and select common stock holdings of blue chip companies with a concentration on large capitalization companies with high relative dividend yields. In order to maintain liquidity in these securities, the Company’s policy has been to invest in and hold in its portfolio, no more than 5% of the approximate average daily trading volume in any one issue.  Additionally, the Company may purchase and hold non-leveraged ETFs whose performance inversely corresponds to the market value changes of investments in other ETF securities held in the equity portfolio for dividend yield.

As of January  31, 2013 and April 30, 2012, the aggregate cost of the equity securities classified as available-for-sale, which consist of investments in the iShares Dow Jones Select Dividend Index (DVY), SPDR S&P Dividend (SDY), First Trust Value Line Dividend Index (FVD), PowerShares Financial Preferred (PGF), certain common shares of equity securities and inverse equity index ETFs, such as ProShares Short Dow 30 (DOG) and ProShares Short S&P 500 (SH), was $4,950,000 and $3,749,000 and the market value was $5,152,000 and $3,881,000, respectively.

								Hypothetical
($ in thousands)						Estimated Fair		Percentage
						Value after		Increase
					Hypothetical	Hypothetical		(Decrease) in
Equity Securities		Fair Value			Price Change	Change in Prices		Shareholders’ Equity
As of January 31, 2013	Equity Securities		$	3,499	30% increase	$	4,549		2.08	%
	and ETFs held
	for dividend yield				30% decrease	$	2,449		-2.08	%
As of January 31, 2013	Inverse ETF		$	1,653	30% increase	$	1,157		-0.98	%
	Holdings				30% decrease	$	2,149		0.98	%
As of January 31, 2013	Total		$	5,152	30% increase	$	5,706		1.10	%
					30% decrease	$	4,598		-1.10	%

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								Hypothetical
($ in thousands)						Estimated Fair		Percentage
						Value after		Increase
					Hypothetical	Hypothetical		(Decrease) in
Equity Securities		Fair Value			Price Change	Change in Prices		Shareholders’ Equity
As of April 30, 2012	Equity Securities		$	2,565	30% increase	$	3,334		1.54	%
	and ETFs held
	for dividend yield				30% decrease	$	1,796		-1.54	%
As of April 30, 2012	Inverse ETF		$	1,316	30% increase	$	921		-0.79	%
	Holdings				30% decrease	$	1,710		0.79	%
As of April 30, 2012	Total		$	3,881	30% increase	$	4,255		0.75	%
					30% decrease	$	3,506		-0.75	%

Item 4.  CONTROLS AND PROCEDURES

(a) The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company’s reports filed with the SEC is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding disclosure.

The Company’s management has evaluated, with the participation of the Company’s Principal Executive Officer and Principal Financial Officer, the effectiveness of the Company’s disclosure controls and procedures, (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report.  Based on that evaluation, the Principal Executive Officer and Principal Financial Officer have concluded that the Company’s disclosure controls and procedures were effective as of the end of the period covered by this report.

(b) The registrant’s Principal Executive Officer and Principal Financial Officer have determined that there have been no changes in the registrant’s internal control over financial reporting that occurred during the registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Part II – OTHER INFORMATION

Item 1.  Legal Proceedings

None.

Item 1A.  Risk Factors

There have been no material changes to the risk factors disclosed in Item 1A – Risk Factors in the Company’s Annual Report on Form 10-K for the year ended April 30, 2012 filed with the SEC on July 27, 2012.

On October 29 and 30, 2012, the metropolitan New York City and New Jersey region suffered severe damage from Hurricane Sandy.  Hurricane Sandy did not have a material impact on our Consolidated Condensed Financial Statements.

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Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

( c )       Purchases of Equity Securities by the Company

The following table provides information with respect to all repurchases of common stock made by or on behalf of the Company during the fiscal quarter ended January  31, 2013.   All purchases listed below were made in the open market at prevailing market prices.

	ISSUER PURCHASES OF EQUITY SECURITIES
( in thousands except for shares and cost per share)	(a) Total Number of Shares (or Units) Purchased		(b) Average Price Paid per Share (or Unit)		(c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs		(d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs
November 1 - 30, 2012		8,149	$	9.06		8,149	$	2,896,000
December 1 - 31, 2012		4,741		9.19		4,741	$	2,853,000
Total		12,890	$	9.11		12,890

All shares represent shares repurchased pursuant to authorization of the Board of Directors.  On September 19,  2012, the Company’s Board of Directors authorized the repurchase of shares of the Company’s common stock, at such times and prices as management determined to be advisable, up to an aggregate purchase price of $3,000,000.

Item 5.  Other Information

None.

Item 6.  Exhibits

10.1	Agreement of Sublease, dated as of February 7, 2013, for the Company’s premises at 485 Lexington Ave., New York, NY.*
10.2	Fourth Lease Modification Agreement, dated as of February 7, 2013.*
31.1	Certificate of Principal Executive Officer Required Under Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certificate of Principal Financial Officer Required Under Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Joint Principal Executive Officer/Principal Financial Officer Certificate Required Under Section 906 of the Sarbanes-Oxley Act of 2002.

101. INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

*   Filed herewith

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VALUE LINE, INC.

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Value Line, Inc.

(Registrant)

Date:  March 12, 2013	By:  /s/Howard A. Brecher
	Howard A. Brecher
	Chief Executive Officer
	(Principal Executive Officer)
Date:  March 12, 2013	By:  /s/Stephen R. Anastasio
	Stephen R. Anastasio
	Vice President & Treasurer
	(Principal Financial Officer)

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EX-10.1

Exhibit 10.1

AGREEMENT OF SUBLEASE

between

Citibank N.A., Sublandlord

and

Value Line, Inc., Subtenant

Premises:

9th Floor

485 Lexington Avenue

New York, New York

Dated:

As of February 7, 2013

Exhibits

Exhibit A – Lease

Exhibit B – Floor Plan of Premises

Exhibit C – Property

Exhibit D – Commencement Date Agreement

Exhibit E – Tenant’s Initial Buildout

Exhibit F –  Form of Consent

AGREEMENT OF SUBLEASE

AGREEMENT OF SUBLEASE (this “Sublease”), made as of the 7th day of February, 2013, between CITIBANK, N.A., a national banking association (“Sublandlord”), and VALUE LINE, INC., a New York corporation with offices at 220 East 42nd Street, New York, New York (“Subtenant”).

R E C I T A L S :

A.           WHEREAS, by that certain Agreement of Lease dated as of October 12, 2005, as amended pursuant to that certain (i) First Amendment to Lease dated as of March 1, 2006 and (ii) First Amendment to Lease and Stairwell License Agreement dated as of August 6, 2007 (collectively, and as same may be hereafter amended, the “Lease”), a redacted copy of which Lease is attached hereto as Exhibit A, Sublandlord, as tenant, leases from GREEN 485 OWNER LLC, GREEN 485 TIC LLC and 485 EAT OWNER LLC, collectively, the landlord under the Lease (“Landlord”), the ninth (9th) floor, approximately 44,493 square feet (the “Premises”), as well as certain other space as more particularly described in the Lease (collectively, the “Entire Leased Premises”), in the building (the “Building”) located at 485 Lexington Avenue, New York, New York; and

B.           WHEREAS, a redacted copy of the Lease has been delivered to Subtenant; and

C.           WHEREAS, Sublandlord desires to sublease to Subtenant the entire Premises as shown on Exhibit B attached hereto and Subtenant desires to hire the Premises from Sublandlord on the terms and conditions contained herein.

NOW, THEREFORE, in consideration of the mutual covenants herein contained, it is mutually agreed as follows:

1.             Subleasing of Premises.  Sublandlord hereby subleases to Subtenant, and Subtenant hereby hires from Sublandlord, the Premises, upon and subject to the terms and conditions hereinafter set forth.  This Sublease includes, at no additional cost, the furniture, fixtures, equipment and cabling in the Premises on the date of this Sublease shown on the plans attached hereto as Exhibit C (the “Property”).  During the term of this Sublease (a) on or before January 28, 2017, Subtenant shall not remove the Property from the Premises without the prior written consent of Sublandlord, which shall not be unreasonably withheld so long as such removal shall not diminish the utility or marketability of the Premises and (b) Sublandlord shall retain a lien on the Property at the Premises as security for Subtenant’s obligations under this Lease.  After January 28, 2017, Subtenant may remove all of the Property from the Premises without the prior written consent of Sublandlord.  In addition to the foregoing, at any time during the term of this Sublease, Subtenant may remove Property that, in the aggregate, does not exceed $1,000 in value (as reasonably determined by Subtenant), without Sublandlord’s consent, provided Subtenant (i) notifies Sublandlord regarding same and (ii) replaces such Property with furniture of equal or greater value, that is not encumbered or subject to any liens.  As of the Expiration Date (as hereinafter defined), Subtenant shall be responsible to remove any Property from the Premises and the Building required to be removed pursuant to the Lease upon the expiration or sooner termination of this Sublease.  Notwithstanding anything herein to the contrary, during the Term (as hereinafter defined), Sublandlord shall have the right of access to each of the pump room and electrical switch room as identified on Exhibit B hereto, in order to perform certain maintenance thereto and to remove personalty and alterations therefrom.

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2.             Term.

2.1            The term (the “Term”) of this Sublease shall commence on the date (the “Commencement Date”) that is the later of (a) the delivery to Subtenant of possession of the Premises in the condition required by this Sublease, and (b) July 1, 2013, and shall terminate on February 27,  2017 or on such earlier date upon which the Term shall expire or be canceled or terminated pursuant to any of the terms or conditions of this Sublease or the Lease, or pursuant to law (the “Expiration Date”).  Notwithstanding anything in the Lease to the contrary (including, without limitation Article 51 thereof), Subtenant shall not have any option to extend the term of this Sublease.

2.2           If Sublandlord is unable or fails to deliver possession of the Premises to Subtenant on or before July 1, 2013 in the condition required by the terms of this Sublease, then, as Subtenant’s sole and exclusive remedy (a) the Commencement Date shall be postponed until the date that possession of the Premises are ready for delivery to Subtenant, (b) Sublandlord shall pay to Subtenant One Hundred Eighty Six Thousand Dollars ($186,000) on July 1, 2013, (c) if the possession of the Premises has not been delivered to Subtenant by August 1, 2013, Sublandlord shall pay to Subtenant an additional One Hundred Eighty Six Thousand Dollars ($186,000), and (d) if the possession of the Premises has not been delivered to Subtenant by September 1, 2013, (i) Sublandlord shall pay to Subtenant One Hundred Eighty Six Thousand Dollars ($186,000) per month for four (4) consecutive months on the first day of each month commencing September 1, 2013, and such obligation shall survive termination of this Sublease, and (ii) this Sublease shall automatically terminate (unless both parties agree in writing to extend such date), whereupon Sublandlord shall return the Security (as hereinafter defined) to Subtenant.  Other than as expressly provided in this Section 2.2, Subtenant waives the right to recover further damages which may result from such failure to give possession and agrees that the provisions of this Section 2.2 shall constitute an “express provision to the contrary” within the meaning of Section 223(a) of the New York Real Property Law.

2.3           Promptly following the Commencement Date, Sublandlord and Subtenant shall execute an agreement confirming the Commencement Date substantially in the form attached hereto as Exhibit D; provided, however, the failure to so confirm the Commencement Date shall have no effect on the Commencement Date.

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2.4           Commencing from and after the date hereof, Subtenant shall be permitted to periodically access the Premises, upon written request and reasonable notice to Sublandlord not less than three (3) days in advance, solely for the purpose of taking non-invasive measurements, doing space planning and conducting related activities; provided, that, no such access by Subtenant shall materially interfere with Sublandlord’s operations or subject Sublandlord to any default under the Lease.  Such entry shall be limited to a maximum of two (2) hours per visit.  Sublandlord may elect to have a representative of Sublandlord accompany Subtenant during any hours that Subtenant has such access.

3.             Base Rent and Additional Rent.

3.1           Subtenant shall pay to Sublandlord, as base rent (“Base Rent”) during the Term the following amount: One Million Four Hundred Sixty-Eight Thousand Two Hundred Sixty-Nine and No/100 Dollars ($1,468,269.00) per annum, payable in equal monthly installments of One Hundred Twenty-Two Thousand Three Hundred Fifty-Five and 75/100 Dollars ($122,355.75), on the first day of each month during the Term.

3.2           If the Commencement Date shall occur on a date other than the first day of any calendar month, the Base Rent payable hereunder for such month shall be prorated on a per-diem basis and shall be paid on the first day of the first full month following the Commencement Date.

3.3           Provided that Subtenant is not then in default under this Sublease (beyond any applicable notice and cure period), Subtenant shall be entitled to an aggregate credit of Seven Hundred Thirty-Four Thousand One Hundred Thirty-Four and 50/100 Dollars ($734,134.50) to be applied in six (6) equal installments against Base Rent due hereunder for the first six (6) full calendar months following the month in which the Commencement Date occurs.

3.4           If Subtenant shall fail to pay when due any installment of Base Rent, additional rent or other costs, charges and sums payable by Subtenant hereunder (such additional rent or other costs, charges and sums, together with Base Rent, hereinafter collectively referred to as the “Rental”) for a period of five (5) business days after the date on which such installment or payment is due, Subtenant shall pay to Sublandlord, in addition to such installment of Base Rent or Rental, as the case may be a sum equal to interest at the Applicable Rate (hereinafter defined) per annum on the amount unpaid, commencing from the date such payment was due to and including the date of payment.  The “Applicable Rate” shall be the rate equal to the lesser of (i) three (3) percentage points above the rate of interest announced from time to time by Citibank, N.A. as its prime, reference or corporate based rate, changing as and when said prime, reference or corporate base rate changes or (ii) the maximum rate permitted by applicable law.

4

3.5           All Base Rent and other Rental shall be paid to Sublandlord at its address for payment of Rental as set forth in Section 13 hereof, unless Sublandlord shall otherwise so direct in writing by good and sufficient check (subject to collection) drawn on a nationally recognized bank so that “available funds” shall be paid immediately to Sublandlord. Upon Sublandlord’s notice to Subtenant, Base Rent and other Rental shall be paid by wire transfer of immediately available Federal Reserve Funds (hereinafter defined) to Sublandlord or its designee pursuant to the instructions delivered by Sublandlord. As used herein, the term “Federal Reserve Funds” shall mean the receipt by a bank or banks in the Continental United States designated by Sublandlord of U. S. dollars in form that does not require further clearance, and may be applied at the direction of Sublandlord by such recipient bank or banks on the day of receipt of advice that such funds have been wire transferred. Subtenant’s obligation to make such payments shall survive the expiration or earlier termination of the Lease and/or this Sublease.

3.6           Subtenant shall promptly pay the Rental as and when the same shall become due and payable without notice or demand therefor, except as such notice or demand as may be expressly provided for in this Sublease, and without any abatement, set-off, offset or deduction of any kind whatsoever (except as expressly provided for herein) and, in the event of Subtenant’s failure to pay the same when due, Sublandlord shall have all of the rights and remedies provided for herein or at law or in equity, in the case of non-payment of rent.

3.7           Sublandlord’s failure during the Term to prepare and deliver any statements or bills required to be delivered to Subtenant hereunder, or Sublandlord’s failure to make a demand under this Sublease shall not in any way be deemed to be a waiver of, or cause Sublandlord to forfeit or surrender, its rights to collect any Rental which may have become due pursuant to this Sublease during the Term.  Subtenant’s liability for Rental due under this Sublease accruing during the Term, and Sublandlord’s obligation to refund overpayments of or adjustments to Rental paid to it by Subtenant, shall survive the expiration or earlier termination of this Sublease.

4.              Use.

4.1           Subtenant shall use and occupy the Premises for general office use and for no other purpose and otherwise in accordance with the terms and conditions of the Lease.

4.2           Under no circumstances shall Subtenant be entitled to use of the “Fire Stairs” (defined in the First Amendment to Lease and Stairwell License Agreement between Sublandlord and Landlord dated August 6, 2007), except in the event of an emergency.  Under no circumstances shall Sublandlord, its employees, agents or contractors enter the Premises from the Fire Stairs, except in the event of an emergency.

5.              Covenants with Respect to the Lease.

5.1           Subtenant shall not do anything that would constitute a default under the Lease or omit to do anything that Subtenant is obligated to do under the terms of this Sublease so as to cause there to be a default under the Lease.  Subtenant shall not do anything under this Sublease for which Landlord’s consent is required under the Lease without first obtaining such consent from Landlord.    Sublandlord shall not knowingly and voluntarily do anything that would constitute a default under the Lease or omit to do anything that Sublandlord is obligated to do under the terms of the Lease.

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5.2           Except as otherwise expressly provided herein, the time limits set forth in the Lease for the giving of notices, making demands, performance of any act, condition or covenant, or the exercise of any right, remedy or option, are changed for the purpose of this Sublease, by lengthening or shortening the same in each instance, as appropriate, so that notices may be given, demands made, or any act, condition or covenant performed, or any right, remedy or option hereunder exercised, by Sublandlord or Subtenant, as the case may be (and each party covenants that it will do so) within five (5) days prior to the expiration of the time limit, taking into account the maximum grace period, if any, relating thereto contained in the Lease.  Each party shall promptly deliver to the other party copies of all notices, requests or demands which relate to the Premises or the use or occupancy thereof after receipt of same from Landlord, any governmental agency or other third party

5.3           Except as expressly set forth herein, every provision in the Lease requiring Sublandlord, as tenant thereunder, to reimburse Landlord for a cost or expense incurred by Landlord (to the extent such provision is incorporated into this Sublease and any such cost or expense relates to the Premises) shall be construed as a requirement that Subtenant reimburse Sublandlord for all such costs and expenses for which Sublandlord is required to reimburse Landlord.  The foregoing shall not be deemed to permit Sublandlord from requiring that Subtenant reimburse Sublandlord for any capital expenditures, not a part of Expenses pursuant to the Lease, that are assessed against Sublandlord by Landlord directly (and not among other tenants of the Building), unless such capital expenditures are attributable to the acts or omissions of Subtenant or its agents, employees, invitees or contractors.

5.4           Subtenant agrees that this Sublease is and shall be subject to and subordinate to all mortgages and leases to which the Lease is now or hereafter subordinate.

6.              Subordination to and Incorporation of the Lease.

6.1           Subtenant hereby acknowledges that it has read and is familiar with the provisions of the Lease (as redacted in the copy attached hereto as Exhibit A) and agrees that this Sublease is in all respects subject and subordinate to the terms and conditions of the Lease and to all matters to which the Lease is subject and subordinate.  This Section 6.1 shall be self-operative and no further instrument of subordination shall be required. To confirm such subordination, Subtenant shall execute promptly any certificate that Sublandlord may reasonably request.  In addition, this Sublease shall also be subject to and Subtenant accepts this Sublease also subject to any amendments, modifications or supplements to the Lease hereafter made, provided that Sublandlord shall not enter into any amendment, modification or supplement that would prevent or adversely affect the use and occupancy by Subtenant of the Premises in accordance with the terms hereof, or result in the early termination of this Sublease, or increase the obligations of Subtenant or decrease Subtenant’s rights hereunder.  Notwithstanding the foregoing, Sublandlord may enter into an amendment, modification, or supplement to the Lease that does not materially adversely affect Subtenant’s use and occupancy of the Premises or rights under this Lease, or increase the obligations of Subtenant to a de minimis degree, if the same shall have been consented to by Subtenant, which consent shall not be unreasonably withheld, delayed or conditioned.

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6.2           Subtenant shall protect, defend, indemnify and hold harmless Sublandlord from and against, any and all losses, damages, penalties, liabilities, costs and expenses, including, without limitation, reasonable attorneys’ fees and disbursements, which may be sustained or incurred by Sublandlord by reason of Subtenant’s failure to keep, observe or perform any of the terms, provisions, covenants, conditions and obligations on Sublandlord’s part to be kept, observed or performed under this Sublease to the extent same shall be the obligations of Subtenant under the terms of this Sublease with respect to the Premises and have been expressly incorporated herein, provided however that no monies shall be payable by Subtenant under this paragraph except as determined by a final order of a court of competent jurisdiction.

6.3           Except as otherwise expressly provided in, or otherwise inconsistent with or modified by, this Sublease, or to the extent applicable to portions of the Building (other than the Premises), the terms, provisions, covenants, stipulations, conditions, rights, obligations, remedies and agreements contained in the Lease are incorporated in this Sublease by reference, and are made a part hereof as if herein set forth at length, Sublandlord being substituted for the “Landlord” under the Lease, Subtenant being substituted for the “Tenant” under the Lease, “Base Rent” being substituted for “Fixed Annual Rent” under the Lease, and the Premises as defined in Recital A of this Sublease being substituted for “Premises” under the Lease, except that the following Articles, Sections and Exhibits of the Lease (or portions thereof described below) are not incorporated into this Sublease and shall have no force and effect: as between Sublandlord and Subtenant: Sections 1.02(n), 1.03, 1.04, 1.07, 2.02, 2.03, 2.04, 3.01, 3.02, 4.01(b), 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.09(a), 4.10, 4.13, 4.14, 4.15, 5.04, 7.02, 8.03, 13.01, 13.02, 13.03, 13.04, 13.05, 13.06, 13.12, 17.01, 20.02(ii), 22.01, 22.02, 22.03, 22.04, 22.05, 22.06, 22.07, 25.03, 30.04, 30.06, 30.08(a) through 30.08(d), 30.11, 30.16, 30.17, 31.01, 31.02, 32.01 (except to the extent modified by Section 17 hereof), 32.08, 34.01, 34.02, 40.01, 44.02, 44.06, 44.07; Articles 42, 45, 48, 49, 51, 52, 53, Exhibit B, Exhibits C-1 and C-2, the two (2) amendments to the Lease dated March 1, 2006 and August 6, 2007, Section 2.01 except the reference to the February 28, 2017 termination date, the second sentence of Section 19.03, the last sentence of Section 21.01, the seventh and eighth sentences of Section 30.03, the last three sentences in Section 35.03, and the words “Except as otherwise provided in this Article 4” in the first sentence of Section 4.01(a).  All amounts payable hereunder by Subtenant shall be payable directly to Sublandlord.

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6.4           Except as otherwise provided herein, all rights and remedies available to Landlord against the Tenant (as defined in the Lease) under the Lease and/or by law shall be available to Sublandlord as against Subtenant under this Sublease.  Except as otherwise provided herein, all rights and remedies available to Tenant against the Landlord under the Lease and/or by law and equity shall be available to Subtenant as against Sublandlord under this Sublease.

6.5           As between Sublandlord and Subtenant, any inconsistencies between the express terms of this Sublease and the express terms of the Lease shall be resolved in favor of this Sublease.

7.               Landlord’s Performance Under Lease; Services, Repairs and Alterations.

7.1           Except as otherwise expressly provided herein, Sublandlord shall not be required to provide any of the services that Landlord has agreed to provide pursuant to the Lease (or required by law), including, without limitation, the furnishing of electricity to the Premises that Landlord has agreed to furnish pursuant to the Lease (or required by law), the making of any of the repairs or restorations that Landlord has agreed to make pursuant to the Lease (or required by law), or complying with any laws or requirements of any governmental authorities, or take any other action that Landlord has agreed to provide, furnish, make, comply with, or take, or cause to be provided, furnished, made, complied with or taken under the Lease, and Subtenant shall rely upon Landlord for the provision, furnishing or making thereof or compliance therewith.  Subtenant shall not have any claim against Sublandlord by reason of Landlord’s failure or refusal to comply with the provisions of the Lease, unless Sublandlord fails to seek enforcement of the Lease in compliance with the terms of this Article 7.  If Landlord shall default in any of its obligations to Sublandlord with respect to the Premises, then Sublandlord shall promptly use commercially reasonable efforts to cause Landlord to promptly cure such default and fulfill Landlord’s obligations under the terms of the Lease. Upon reasonable prior written notice to Sublandlord, Subtenant shall be entitled, but not obligated, to participate with Sublandlord in the enforcement of Sublandlord’s rights against Landlord, and Sublandlord shall take such commercially reasonable steps to enforce Sublandlord’s rights against Landlord as Subtenant may reasonably request in writing (if Subtenant at its option shall request that certain reasonable specific steps be taken), at  Sublandlord’s sole cost and expense.  If, after written request from Subtenant, Sublandlord shall fail or refuse to promptly take appropriate action for the enforcement of Sublandlord’s rights against Landlord with respect to the Premises (or if Sublandlord has used commercially reasonable efforts to enforce its rights under the Lease but has been unsuccessful in causing Landlord to comply with the terms of the Lease), then Subtenant, as its sole remedy against Sublandlord or Landlord, shall have the right, but not the obligation, to take such action in its own name, and for that purpose and only to such extent, all of the rights of Sublandlord under the Lease are hereby conferred upon and assigned to Subtenant to the extent that the same shall apply to the Premises.  In addition, if Sublandlord shall fail or refuse to promptly take appropriate action for the enforcement of Sublandlord’s rights against Landlord with respect to the Premises as aforesaid, then, following written notice to Sublandlord regarding such failure and a five (5) business day cure period in favor of Sublandlord to cure such failure following its receipt of such notice, to the extent Subtenant incurs any reasonable and actual, out-of-pocket expenditures, including but not limited to reasonable attorneys’ fees, in instituting, prosecuting or defending any action or proceeding against Landlord in connection therewith, Sublandlord will reimburse Subtenant for such sums so paid within thirty (30) days following Subtenant’s rendition of a bill or statement to Subtenant therefor.  Notwithstanding the foregoing, Sublandlord shall not take (or omit to take) any action to allow the cancellation or termination of the Lease.  If any such action against Landlord in Subtenant’s name shall be barred by reason of lack of privity, non-assignability or otherwise, Subtenant may take such action in Sublandlord’s name provided Subtenant shall have given Sublandlord advance written notice of the same.   The provisions of this Section 7.1 shall survive the expiration or earlier termination of the Lease and/or this Sublease.

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7.2           Subtenant shall not make or allow to be made any alterations, changes, additions, improvements or decorations (collectively, “Alterations”), including, without limitation, any “Specialty Alterations” (as defined in the Lease) in, to or about the Premises or any part thereof without the prior written consent of Landlord and Sublandlord.  Notwithstanding the foregoing, as between Sublandlord and Subtenant, Subtenant shall be permitted to make non-structural, decorative Alterations to the interior of the Premises (not exceeding $100,000 in the aggregate, in any 12-month period), without requiring Sublandlord’s consent; provided such Alterations (a) do not require a building permit, (b) are in full compliance with the applicable provisions of the Lease (including, without limitation, any requirement that Subtenant obtain Landlord’s written consent thereto) and (c) shall be subject to the provisions of Section 1 with respect to the Property.  If Landlord and Sublandlord shall consent to any Alterations to the Premises, such Alterations shall be subject to the terms, covenants, conditions and agreements which Landlord or Sublandlord may prescribe from time to time, which shall include a requirement that, prior to the commencement of any Alterations to the Premises, Subtenant deliver to Landlord and Sublandlord written acknowledgments from all materialmen, contractors, artisans, mechanics, laborers and any other persons furnishing any labor, services, materials, supplies or equipment to Subtenant with respect to the Premises that they will look exclusively to Subtenant for payment of any sums due in connection therewith and that Landlord and Sublandlord shall have no liability for such costs.  All Alterations to the Premises made or requested by Subtenant shall be at Subtenant’s sole cost and expense and neither Landlord nor Sublandlord shall have any liability for such costs.  Any Alterations to the Premises, excepting movable furniture and trade fixtures, shall become the property of Landlord and shall be surrendered with the Premises.  If under the Lease any Specialty Alterations or other Alterations made by Subtenant are required by Landlord to be removed, Subtenant shall on or before the Expiration Date remove same at its cost and expense and restore or repair in a good and workmanlike manner any damage to the Premises and/or Building occasioned by such removal and restore the Premises to the condition existing prior to such installation, normal wear and tear excepted.  In the event Subtenant fails to restore or repair the Premises or to remove its personal property and trade fixtures as required by this Sublease, Sublandlord shall have the right, but not the obligation, to enter the Premises and perform such restoration, repair or removal at Subtenant’s cost and expense and to charge Subtenant as additional rent for the cost of such work.

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7.3           Except as otherwise expressly provided herein, Sublandlord shall have no obligation to perform any work in the Premises (including, demolition of any improvements existing therein or construction of any tenant finish-work or other improvements therein).  Except as expressly provided in this Section 7.3, Sublandlord has no obligation to reimburse Subtenant or provide an allowance for any costs related to the demolition or construction of improvements therein.  Subject to the provisions of this Section 7.3, Sublandlord will provide to Subtenant an allowance, to cover the reasonable and actual cost of the Initial Buildout (as defined below), in an amount not to exceed Four Hundred Forty-Four Thousand Nine Hundred Thirty and No/100 ($444,930.00) Dollars (the “Allowance”), as a reimbursement for Subtenant’s verified expenses with respect to the work, materials and equipment described on Exhibit E attached hereto (collectively, the “Initial Buildout”), including, without limitation, soft costs related to the Initial Buildout, demolition and construction costs to the Premises, and moving expenses paid to parties in connection with Subtenant’s occupancy thereof), to the extent paid to parties not related to Subtenant within one hundred eighty (180) days following the Commencement Date.  Sublandlord hereby consents, on a conceptual basis and subject to Subtenant submitting to Sublandlord detailed plans and specifications, to all work, improvements and alterations to the extent set forth in said Exhibit E (it being acknowledged by Sublandlord and Subtenant that such Exhibit E does not reflect the electrical switch room and the pump room as excluded from the Premises [and as correctly shown on Exhibit B], it being agreed that such rooms are, in fact, so excluded and reserved by Sublandlord).Monthly disbursement of the Allowance shall be made within thirty (30) days following Subtenant’s request (but Subtenant shall not request more than one time per calendar month) and Sublandlord’s receipt of the following: (a) receipts and invoices evidencing Subtenant’s payment in full for all labor and materials incorporated into such Initial Buildout, (b) final waivers of lien from Subtenant’s general contractor and from all subcontractors and materialmen who shall perform work or furnish materials, (c) an affidavit from Subtenant, in form and substance reasonably acceptable to Sublandlord, that such construction has been completed substantially in accordance with the plans and specifications theretofore approved by Sublandlord and Landlord, which affidavit shall also state the total cost of the Initial Buildout in reasonable detail, and (d) evidence of the substantial satisfaction of all material requirements applicable to “Alterations” (as defined in the Lease) or otherwise required by Landlord pursuant to the Lease.  The Allowance shall not be payable at any time there exists an uncured monetary or material non-monetary event of default under this Sublease of which Subtenant has been given notice and an opportunity to cure as provided for in this Sublease.  It is expressly understood and agreed that Subtenant shall complete the Initial Buildout (subject to changes that may be made by Subtenant, to the extent approved by Sublandlord, which approval shall not be unreasonably withheld, conditioned or delayed), at Subtenant’s sole cost and expense whether or not the Allowance is sufficient to fund such completion.  Any costs to complete the Initial Buildout in excess of the Allowance shall be the sole responsibility and obligation of Subtenant.

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7.4           Notwithstanding the provisions of Section 7.3 hereof, upon written notice to Sublandlord no later than thirty (30) days following the date on which Subtenant commences paying Base Rent hereunder, Subtenant may elect to have a portion of the Allowance (not to exceed $222,465.00), applied by way of additional free Base Rent (in addition to as set forth in Section 3.3) in lieu of payment.

8.              Consents.

8.1           Except as otherwise specifically provided herein, wherever in this Sublease (including those provisions of the Lease incorporated in this Sublease) Subtenant is required to obtain Sublandlord’s consent or approval, Subtenant understands that Sublandlord may be required under the terms of the Lease to first obtain the consent or approval of Landlord.  If Landlord should refuse such consent or approval, Sublandlord shall be released of any obligation to grant its consent or approval whether or not Landlord’s refusal, in Subtenant’s opinion, is arbitrary or unreasonable.  Sublandlord agrees that if Subtenant reasonably determines that Landlord, in violation of the Lease, unreasonably refused to grant consent to a request by Subtenant for which, pursuant to the Lease, Landlord’s consent was not to be unreasonably withheld, then, following Subtenant’s written request to Sublandlord detailing such determination, Sublandlord shall dispute such unreasonable determination of Landlord, provided that (a) Subtenant shall pay the costs thereof and (b) such dispute shall not result in Sublandlord being in default under the Lease.  Sublandlord shall be responsible for all reasonable and actual costs and fees associated with obtaining Landlord’s consent to this Sublease pursuant to Section 16 hereof, and all other costs and fees associated with obtaining Landlord’s consent to any other matter under this Sublease, or requested by Subtenant, shall be at Subtenant’s sole cost and expense.

8.2           If Subtenant shall request Sublandlord’s consent and Sublandlord has agreed, under the terms of this Sublease, that neither its consent nor its approval shall be unreasonably withheld, and Sublandlord shall fail or refuse to give such consent or approval, and Subtenant shall dispute the reasonableness of Sublandlord’s refusal to give its consent or approval, such dispute shall be finally determined by a court of competent jurisdiction.  If the determination shall be adverse to Sublandlord, Sublandlord, nevertheless, shall not be liable to Subtenant for a breach of Sublandlord’s covenant not to unreasonably withhold such consent or approval, and Subtenant’s sole remedy in such event shall be the granting of consent or approval by Sublandlord with respect to such request under this Sublease.

9.              Termination of Lease.  If the Lease shall be terminated for any reason during the Term, then and in that event, this Sublease shall thereupon automatically terminate and Sublandlord shall have no liability to Subtenant by reason thereof, subject to the Consent.  If the Lease shall be terminated prior to the Expiration Date, Subtenant shall, pursuant to the Consent, attorn to and recognize Landlord as sublandlord hereunder and shall, promptly upon Landlord’s request, execute and deliver all instruments necessary or appropriate to confirm such attornment and recognition.

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10.               Assignment, Subletting and Mortgaging.

10.1           Subtenant shall not assign, sell, transfer (whether by operation or law or otherwise), pledge, mortgage or otherwise encumber this Sublease or any portion of its interest in the Premises, nor sublet all or any portion of the Premises or permit any other person or entity to use or occupy all or any portion of the Premises, without the prior written consent of Sublandlord and Landlord.  The granting or withholding of such consent may be exercised by Sublandlord in its sole discretion.  Subtenant shall pay to Sublandlord all rent, additional rent or other payments and consideration received by Subtenant in connection with any subletting (except to a Related Party in accordance with Section 10.3 hereof) in excess of the Rental payable by Subtenant to Sublandlord.  For the purposes of this Section 10, an assignment or subletting shall be deemed to have occurred upon: (i) the subletting or assignment to a subsidiary or affiliate of Subtenant or occupancy by Subtenant’s subsidiaries or affiliates; (ii) the sale or transfer, whether pursuant to a single transaction or in a series of related or unrelated transactions, including without limitation by consolidation, merger or reorganization, of a majority of the voting stock of Subtenant or any beneficial interest therein, if Subtenant is a corporation, any sale or other transfer, whether pursuant to one or more successive transactions, of a majority of the limited liability company interests in Subtenant or any direct or indirect beneficial interests therein, if Subtenant is a limited liability company, or any sale or other transfer, whether pursuant to one or more successive transactions, of a majority of the general partnership interests in Subtenant or any beneficial interest therein if Subtenant is a partnership; and (iii) the sale or other transfer, whether pursuant to one or more successive transactions, of more than fifty (50%) percent, by value, of the assets of Subtenant used in conducting its business in the Sublease Premises.

10.2           If this Sublease be assigned, or if the Sublease Premises or any part thereof be sublet (whether or not Sublandlord and Landlord shall have consented thereto), Sublandlord, after default by Subtenant in its obligations hereunder, may collect rent from the assignee or subtenant and apply the net amount collected to the Rental herein reserved. No such assignment or subletting shall be deemed a waiver of the covenant set forth in this Section 10, or the acceptance of the assignee or subtenant as a tenant, or a release of Subtenant from the further performance and observance by Subtenant of the covenants, obligations and agreements on the part of Subtenant to be performed or observed herein. The consent by Sublandlord or Landlord to an assignment, sale, pledge, transfer, mortgage or subletting shall not in any way be construed to relieve Subtenant from obtaining the express consent in writing, to the extent required by this Sublease or the Lease, of Sublandlord and Landlord to any further assignment, sale, pledge, transfer, mortgage or subletting.

10.3           Notwithstanding Section 10.1 above, subject to the provisions of the Lease and the Consent, upon notice to but without Sublandlord’s consent, Subtenant shall have the right to assign this Sublease, or sublet or permit the occupancy of all of the Premises, to any entity that (a) is either (i) controlled by, controls or is under common control with, Subtenant (such entity, a “Related Party”), (ii) the surviving entity in a merger, consolidation, or conversion of Subtenant if, upon the occurrence of said merger, consolidation or conversion, the net worth of such surviving entity is equal to or greater than the net worth of Subtenant immediately prior to said merger, consolidation or conversion, or (iii) the purchaser of the majority of Subtenant’s assets or ownership interests, if upon the occurrence of said purchase, the net worth of the purchasing entity is equal to or greater than the net worth of Subtenant immediately prior to said purchase (an assignment or subletting described in this sentence is hereafter called a “Permitted Transfer”).  Notwithstanding the foregoing provisions of this Section 10.3, above, in no event shall (a) Subtenant be relieved of its obligations or liabilities under this Sublease as a result of any Permitted Transfer, and (b) Subtenant be permitted to use a series of Permitted Transfers to “spin off” or otherwise transfer or assign this Sublease to a third party to whom a direct assignment from Subtenant would not qualify as a Permitted Transfer.

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11.           Damage, Destruction, Fire and Other Casualty; Condemnation.  Notwithstanding any contrary provision of this Sublease or the provisions of the Lease herein incorporated by reference, Subtenant shall not have the right to terminate this Sublease as to all or any part of the Premises, or be entitled to an abatement of Base Rent or any other item of Rental, by reason of a casualty or condemnation affecting the Premises unless Sublandlord is entitled to terminate the Lease or is entitled to a corresponding abatement with respect to its corresponding obligation under the Lease.  If Sublandlord is entitled to terminate the Lease for all or any portion of the Premises by reason of casualty or condemnation, Subtenant may terminate this Sublease as to any corresponding part of the Premises by written notice to Sublandlord given at least three (3) business days prior to the date(s) Sublandlord is required to give notice to Landlord of such termination under the provisions of the Lease.  Notwithstanding anything contained in the Lease to the contrary, as between Sublandlord and Subtenant only, all insurance proceeds or condemnation awards received by Sublandlord under the Lease shall be deemed the property of Sublandlord, except that Subtenant shall have the right to make a separate claim for insurance proceeds or condemnation awards attributable to losses, damages and moving expenses incurred by Subtenant, and/or losses or damages to Subtenant’s personal property.  For the avoidance of doubt, Subtenant shall insure its own personal property at the Premises and shall be entitled to receive the insurance proceeds with respect thereto.

12.           No Waivers.  Failure by either party in any instance to insist upon the strict performance of any one or more of the obligations of  the other party under this Sublease, or to exercise any election herein contained, shall in no manner be or be deemed to be a waiver by either party of any of the other party’s defaults or breaches hereunder or of any of such party’s rights and remedies by reason of such defaults or breaches, or a waiver or relinquishment for the future of the requirement of strict performance.  Further, no payment by Subtenant or receipt by Sublandlord of a lesser amount than the correct amount or manner of payment of Rental due hereunder shall be deemed to be other than a payment on account, nor shall any endorsement or statement on any check or any letter accompanying any check or payment be deemed to effect or evidence an accord and satisfaction, and Sublandlord may accept any checks or payments as made without prejudice to Sublandlord’s right to recover the balance or pursue any other remedy in this Sublease or otherwise provided at law or in equity.

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13.           Notices.  Any notice, statement, demand, consent, approval, advice or other communication required or permitted to be given, rendered or made by either party to the other, pursuant to this Sublease or pursuant to any applicable law or requirement of public authority (collectively, “Notices”) shall be in writing and shall be deemed to have been properly given, rendered or made only if sent by personal delivery, receipted by the party to whom addressed, or nationally-recognized overnight courier (e.g., Federal Express), addressed (i) to Subtenant at its addresses set forth below, and (ii) to Sublandlord, at its addresses set forth below.    All such Notices shall be deemed to have been given, rendered or made when delivered or the date such delivery is refused.    Either party may, by notice as aforesaid actually received, designate a different address or addresses for communications intended for it.

Sublandlord’s address:

Citibank, N.A.

c/o Citi Realty Services

388 Greenwich Street

New York, New York 10013

Attention: Real Estate Director

With a copy to:

Citigroup Inc.

One Court Square

45th Floor

Long Island City, NY 11120

Attention: Associate General Counsel (Real Estate)

Subtenant’s address (prior to Tenant’s opening for business at the Premises):

Value Line, Inc.

220 East 42nd Street

New York, New York 10017

Attention: Howard Brecher, Esq.

Subtenant’s address (following Tenant’s opening for business at the Premises):

Value Line, Inc.

485 Lexington Ave., 9th Floor

New York, New York 10017

Attention: Howard Brecher, Esq.

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With a copy to:

Chadbourne & Parke LLP

30 Rockefeller Plaza

New York, New York 10112

Attention: H. Hedley Stothers, Jr., Esq.

Notwithstanding anything contained in the Lease or this sublease to the contrary, under no circumstances shall the delivery of any notice to Subtenant at the Premises or the Building constitute the giving of notice to Subtenant under the terms of this Lease.

14.           Broker.  Each party hereto covenants, warrants and represents to the other party that it has had no dealings, conversations or negotiations with any broker other than Cushman & Wakefield, as Sublandlord’s broker, and CBRE, Inc., as Subtenant’s broker (collectively, the “Brokers”) concerning the execution and delivery of this Sublease.  Each party hereto agrees to defend, indemnify and hold harmless the other party against and from any claims for any brokerage commissions and all costs, expenses and liabilities in connection therewith, including, without limitation, reasonable attorneys’ fees and disbursements, arising out of its respective representations and warranties contained in this Article 14 being untrue.  Sublandlord shall pay any brokerage commissions due to the Brokers pursuant to separate agreements between Sublandlord and each of the Brokers. The provisions of this Article 14 shall survive the expiration or earlier termination of the Lease and/or this Sublease.

15.           Condition of the Premises and the Property.  Subtenant represents and warrants that it has made or caused to be made a thorough examination of the Premises and is familiar with the condition thereof, with the exception of latent defects, if any.  Subtenant agrees to accept the Premises  in its “as is” condition on the date hereof, reasonable wear and tear between the date hereof and the Commencement Date excepted, but broom clean, free of debris, and in vacant condition except for furniture, fixtures, equipment and cabling as listed on Exhibit C.  Sublandlord has not made and does not make any representations or warranties as to the physical condition of the Premises or the Building, the use to which the Premises or the Building may be put, or any other matter or thing affecting or relating to the Premises or the Building, except as specifically set forth in this Sublease.  Sublandlord shall have no obligation whatsoever to perform any work, supply any materials in connection with the preparation of the Premises for Subtenant’s occupancy.  Except as otherwise expressly provided herein, Sublandlord has not made and does not hereby make any express or implied representations or warranties whatsoever with respect to the condition of the Premises or the Property, including, without limitation, any representation or warranty regarding quality of construction, workmanship, commercial suitability, merchantability, or fitness for any particular purpose.  Any implied warranties are expressly disclaimed and excluded.

16.           Consent of Landlord to This Sublease.  Sublandlord and Subtenant each hereby acknowledge and agree that this Sublease is subject to and conditioned upon Sublandlord obtaining the written consent of Landlord, in the form attached as Exhibit F hereto (the “Consent”).

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17.               Additional Rent.

17.1           Subtenant stipulates that it is familiar with the provisions of Article 32 of the Lease.  If Sublandlord shall pay to Landlord, pursuant to the provisions of Article 32 of the Lease, any Additional Rent on account of increases in Real Estate Taxes (as defined in the Lease) allocable to the Term (hereinafter called “Article 32 Tax Payments”), then commencing on the Commencement Date, Subtenant shall pay to Sublandlord as Additional Rent (“Additional Tax Rent”) pursuant to this Sublease amounts equal to Subtenant’s Share (defined below) of the excess of the Article 32 Tax Payments then payable by Sublandlord over the Article 32 Tax Payments payable by Sublandlord during the Sublease Base Tax Year (hereinafter defined).  At any time after payment by Sublandlord to Landlord of any Article 32 Tax Payments, Sublandlord may deliver to Subtenant a statement with respect to the payment of Additional Tax Rent and, within thirty (30) days after delivery of such statement, Subtenant shall pay to Sublandlord Additional Tax Rent determined as aforesaid in this Section 17.1.  Additional Tax Rent payable pursuant to this Section 18.1 shall be based solely upon actual payments made by Sublandlord pursuant to the provisions of Article 32 of the Lease.  For purposes of this Section 17.1, the term “Sublease Base Tax Year” shall mean the calendar year commencing on January 1, 2013 and ending on December 31, 2013.

17.2           Subtenant stipulates that it is familiar with the provisions of Article 50 of the Lease.  If Sublandlord shall pay to Landlord, pursuant to the provisions of Article 50 of the Lease, any Additional Rent on account of increases in “Expenses” (as defined in the Lease) allocable to the Term (hereinafter called “Article 50 Operating Payments”), then commencing on the Commencement Date, Subtenant shall pay to Sublandlord as Additional Rent (“Additional Operating Expense Rent”) pursuant to this Sublease amounts equal to Subtenant’s Share of the excess of the Article 50 Operating Payments then payable by Sublandlord over the Article 50 Operating Payments payable by Sublandlord during the Sublease Operating Expense Base Year (hereinafter defined).  At any time after payment by Sublandlord to Landlord of any Article 50 Operating Payments, Sublandlord may deliver to Subtenant a statement with respect to the payment of Additional Operating Expense Rent and, within thirty (30) days after delivery of such statement, Subtenant shall pay to Sublandlord Additional Operating Expense Rent determined as aforesaid in this Section 17.2.  Additional Operating Expense Rent payable pursuant to this Section 17.2 shall be based solely upon actual payments made by Sublandlord pursuant to the provisions of Article 50 of the Lease.  For purposes of this Section 17.2, the term “Sublease Operating Expense Base Year” shall mean the calendar year commencing on January 1, 2013 and ending on December 31, 2013.  Sublandlord will provide to Subtenant the building expense increases as furnished by Landlord within the time specified in Section 50.07 of the lease.  Should Sublandlord elect not to audit increases in Expenses as provided for in Section 50.07(ii) of the Lease, only to the extent Expenses increased in excess of five percent (5%) over the Expenses for the immediately preceding year, Subtenant shall have the right to require Sublandlord to conduct an audit permitted under the Lease; provided Subtenant shall pay for the entire cost of such audit, which shall not be on a contingent fee basis and shall be conducted pursuant to the applicable provisions of the Lease.  To the extent such audit shall result in a reimbursement to Sublandlord of any portion of an Expense Payment (as defined in the Lease) made by Sublandlord under the Lease, then Sublandlord shall reimburse Subtenant for the cost of such audit (to the extent Subtenant shall have paid for same), after deduction by Sublandlord for all amounts payable by Sublandlord to any other subtenants of Sublandlord at the Entire Leased Premises in accordance with such other subleases as a result of such Landlord reimbursement to Sublandlord.

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17.3           Any Additional Tax Rent or Additional Operating Expense Rent payable by Subtenant pursuant to Sections 17.1 and 17.2 hereof shall be based on the Article 32 Tax Payments and Article 50 Operating Payments payable by Sublandlord to Landlord pursuant to the terms of the Lease, as finally determined (i.e., the Article 32 Tax Payments and Article 50 Operating Payments determined to be payable by Sublandlord following the rendering of any final statements by Landlord with respect thereto and any challenges raised by Sublandlord with respect to such amounts); provided, however, that the foregoing shall not be deemed to limit Sublandlord’s rights pursuant to Sections 17.1 and 17.2 hereof to collect Additional Tax Rent and Additional Operating Expense Rent from Subtenant at any time after payment by Sublandlord of Article 32 Tax Payments or Article 50 Operating Payments, as the case may be.  For example, if, pursuant to the Lease, Sublandlord is required to pay Article 50 Operating Payments to Landlord on an estimated basis, subject to adjustment when Landlord’s operating expenses are reconciled following the end of each calendar year, Subtenant will be obligated to pay Additional Operating Expense Rent to Sublandlord after payment by Sublandlord to Landlord of any such Additional Operating Expense Rent as and when billed by Sublandlord during such calendar year and, following such adjustment with respect to the Article 50 Operating Payments, such Additional Operating Expense Rent will be subject to a corresponding adjustment.  The provisions of Section 50.10 of the Lease shall apply to the billings by Sublandlord to Subtenant.

17.4           Subtenant shall also pay to Sublandlord any “Tenant Surcharges” (hereinafter defined).  “Tenant Surcharges” shall mean any and all amounts other than fixed rent, Article 32 Tax Payments and Article 50 Operating Payments which, by the terms of the Lease, become due and payable by Sublandlord to Landlord as additional rent or otherwise and which would not have become due and payable but for the acts, requests for services, and/or failures to act of Subtenant, its agents, officers, representatives, employees, servants, contractors, invitees, licensees or visitors where Subtenant and said other parties had a duty to act or to omit (as the case may be), under this Sublease, including, without limitation: (i) any increases in Landlord’s fire, rent or other insurance premiums, resulting from any act or omission of Subtenant, (ii) any additional charges to Sublandlord on account of Subtenant’s use of heating, ventilation or air conditioning after hours, (iii) any charges which may be imposed on Sublandlord to the extent that such charges are attributable to the Premises or the use thereof or services or utilities provided thereto, and (iv) any additional charges to Subtenant on account of Subtenant’s use of cleaning and elevator services after hours or in excess of normal usage.  Within thirty (30) days after receipt by Sublandlord of any statement or written demand from Landlord including any Tenant Surcharges, Sublandlord will furnish Subtenant with a copy of such statement or demand, together with Sublandlord’s statement of the amount of any such Tenant Surcharges, and Subtenant shall pay to Sublandlord the amount of such Tenant Surcharges within thirty (30) days after Subtenant’s receipt of such statement or demand; provided, however, that in any instance in which Subtenant shall receive any such statement or demand directly from Landlord, Subtenant may pay the amount of the same directly to Landlord.  Payments shall be made pursuant to this Section 17.4 notwithstanding the fact that the statement to be provided by Sublandlord is furnished to Subtenant after the expiration of the Term and notwithstanding the fact that by its terms this Sublease shall have expired or have been cancelled or terminated.  Subtenant shall be provided access to the underlying bills and records if requested, and shall receive the benefit of any reductions in rates, taxes and charges obtained by Sublandlord from Landlord with respect to the Premises.

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17.5           “Subtenant’s Share” means 4.81% as to Real Estate Taxes and 5.08% as to Expenses.

18.             Electricity.

18.1         Electricity is currently furnished to the Premises by Landlord subject to and in accordance with Article 41 of the Lease and such electricity is (and will continue to be) metered pursuant to one or more submeters located in, and exclusively measuring, the Premises.  Subtenant shall be responsible for all charges payable by Sublandlord on account of electricity supplied by Landlord to the Premises during the term of the Lease pursuant to Article 41 thereof, and shall pay such charges to Sublandlord as Additional Rent under this Sublease from time to time within fifteen (15) days after delivery to Subtenant of an invoice therefor, which invoice shall be accompanied by a copy of the invoice(s) received by Sublandlord from Landlord for the corresponding period. Subtenant acknowledges that the Premises are currently submetered. Each invoice delivered to Subtenant pursuant to this Section 18.1 shall be accompanied by a copy of the applicable rate statement from the provider of the electricity (to the extent Sublandlord is provided with a copy thereof by Landlord). Sublandlord shall not be liable or responsible to Subtenant for any loss, damage or expense that Subtenant sustains or incurs if either the quantity or character of electric service is changed or interrupted or is no longer available or suitable for Subtenant’s requirements unless due to the negligence or willful misconduct of Sublandlord.

18.2          Subtenant’s use of electric current in the Premises shall not at any time exceed the capacity of any of the electrical conductors and equipment in or otherwise serving the Premises.  Subtenant shall not make, or perform or permit the making or performing of, any alterations to wiring installations or other electrical facilities in or serving the Premises without the prior consent of Landlord (if required by the terms of the Lease) and Sublandlord (which consent shall not be unreasonably withheld, delayed or conditioned) in each instance.

18.3         Sublandlord shall not be liable in any way to Subtenant for any failure or defect in the supply or character of electric energy furnished to the Premises by reason of any requirement, act or omission of the public utility serving the Building with electricity or for any other reason not attributable to Sublandlord.

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18.4         Notwithstanding anything contained in this Sublease or in the Lease to the contrary, in no event shall Subtenant be required to pay or reimburse Sublandlord for all or any portion of (i) any amounts attributable to utilities, services or other benefits afforded to Sublandlord and/or other occupants of the Building, but not afforded to Subtenant or the Premises, or (ii) the cost attributable to any utilities, services or other benefits that is greater than Subtenant’s Share as defined above.

19.            Security.  Subtenant has deposited with Sublandlord the sum of Four Hundred Eighty-Nine Thousand Four Hundred Twenty-Three and No/100 Dollars ($489,423.00) as security (the “Security”) for the faithful performance and observance by Subtenant of the terms, provisions and conditions of this Sublease, including, without limitation, the payment of Base Rent and all other items of Rental and the surrender of the Premises to Sublandlord as herein provided.  If Subtenant defaults in respect of any of the terms, provisions and conditions of this Sublease, Sublandlord may apply or retain the whole or any part of the Security so deposited, as the case may be, to the extent required for the payment of any Base Rent or any other item of Rental as to which Subtenant is in default or for any sum which Sublandlord may expend or be required to expend by reason of Subtenant’s default in respect of any of the terms, covenants and conditions of this Sublease, including, without limitation, any damages or deficiency in the reletting of the Premises, whether such damages or deficiency accrue or accrues before or after summary proceedings or other re-entry by Sublandlord.  If Sublandlord applies or retains any part of the Security so deposited, Subtenant, upon demand, shall deposit with Sublandlord the amount so applied or retained so that Sublandlord shall have the full deposit on hand at all times during the Term.  Provided that Subtenant is fully in compliance with all of the terms, provisions, covenants and conditions of this Sublease and has not theretofore been in default under this Sublease (beyond any applicable notice and cure periods), then (i) on March 1, 2015, Sublandlord shall return One Hundred Twenty-Two Thousand Three Hundred Fifty-Five Dollars and 75/100 ($122,355.75) of the Security to Subtenant, and (ii) on March 1, 2016, Sublandlord shall return One Hundred Twenty-Two Thousand Three Hundred Fifty-Five Dollars and 75/100 ($122,355.75) of the Security to Subtenant.   If Subtenant shall fully and faithfully comply with all of the terms, provisions, covenants and conditions of this Sublease, the Security, together with any accrued interest thereon, shall be returned to Subtenant within thirty (30) days after the Expiration Date and after delivery of possession of the Premises to Sublandlord in the condition required to be delivered to Sublandlord under the Sublease, except as otherwise provided herein.  Subtenant shall not assign or encumber or attempt to assign or encumber the monies deposited herein as security and neither Sublandlord nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment or attempted encumbrance.

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20.           Holding Over.  If Subtenant retains possession of the Premises or any part thereof after the expiration or earlier termination of the Lease and/or this Sublease, without the express consent of Sublandlord, such holding over shall be deemed to be month to month only and shall be subject to all of the terms and conditions contained herein.  In such event Subtenant shall pay Sublandlord a monthly rental equal to the greater of (a) one and one-half (1.5) times the Base Rent and additional rent payable hereunder during the last month of the Term or (b) all base rent, additional rent, holdover rent, damages, and other amounts Sublandlord is required to pay Landlord pursuant to the Lease or applicable laws, including, without limitation, all such sums attributable to holdover of the premises demised under the Lease (not just the Premises); provided, that, Subtenant is the sole subtenant of Sublandlord that shall cause such holdover under the Lease (it being agreed by Subtenant that, if Subtenant is not the sole subtenant of Sublandlord that shall cause of such holdover under the Lease, then Subtenant shall be responsible to pay to Sublandlord a prorated amount of such amounts to be paid by Sublandlord to Landlord pursuant to this clause “(b),” as determined by dividing such amount by the number of Sublandlord’s subtenants that shall be holding over).  The provisions of this Section 20 shall survive the expiration of this Lease and shall not be deemed to limit or constitute a waiver of any other rights of Sublandlord provided herein or at law.

21.           Entire Agreement; Successors.  This Sublease contains the entire agreement between the parties concerning the sublet of the Premises and sets forth all of the covenants, promises, conditions, and understandings between Sublandlord and Subtenant concerning the Premises and the Building.   There are no oral agreements or understandings between parties hereto affecting this Sublease and this Sublease supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties hereto with respect to the subject matter hereof, and none shall be used to interpret or construe this Sublease.   Any agreement hereafter made shall be ineffective to change, modify or discharge this Sublease in whole or in part unless such agreement is in writing and signed by the parties hereto.  No provision of this Sublease shall be deemed to have been waived by Sublandlord or Subtenant unless such waiver be in writing and signed by Sublandlord or Subtenant, as the case may be.  The covenants, agreements and rights contained in this Sublease shall bind and inure to the benefit of Sublandlord and Subtenant and their respective permitted successors and assigns.  In the event the original Sublandlord hereunder shall assign or otherwise transfer its interest in the Lease and this Sublease, this Sublease shall remain in full force and effect but all liabilities and obligations on the part of the original Sublandlord accruing thereafter shall terminate from and after the date of such assignment or transfer, and thereafter all such liabilities and obligations shall be deemed binding upon the new Sublandlord provided that the new Sublandlord shall assume all such liabilities and obligations and agree to be bound thereby and responsible therefor.

22.           Severability.  In the event that any provision of this Sublease shall be held to be invalid or unenforceable in any respect, the validity, legality or enforceability of the remaining provisions of this Sublease shall be unaffected thereby.

23.           Headings; Capitalized Terms.  The Article, Section and paragraph headings appearing herein are for purpose of convenience only and are not deemed to be a part of this Sublease.  Capitalized terms used herein shall have the same meanings as are ascribed to them in the Lease, unless otherwise expressly defined herein.

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24.           Binding Effect.  This Sublease is offered to Subtenant for signature with the express understanding and agreement that this Sublease shall not be binding upon Sublandlord unless and until Sublandlord shall have executed and delivered a fully executed copy of this Sublease to Subtenant.

25.           Insurance.  All insurance policies required to be obtained by Subtenant under this Sublease or the Lease shall name Landlord and Sublandlord as additional insureds as their interests may appear.  Notwithstanding anything contained in the Lease to the contrary, Subtenant may satisfy its obligation to carry the insurance required to be carried pursuant to 43.02(a) of the Lease with a combination of a primary Commercial General Liability policy plus an umbrella policy that carries a combined limit of not less than twenty million dollars ($20,000,000).

26.           Business Day/Time.  In this Sublease, “business day” means any day that is not a Saturday, Sunday or holiday during which the Federal Reserve Bank of New York is closed for business.  Time is of the essence in Subtenant’s performance of its obligations and in Subtenant’s exercise of its rights and options, if any.

27.           Number and Gender.  With respect to terminology in this Sublease, each number (singular or plural) shall include all numbers, and each gender (male, female or neuter) shall include all genders.

28.           Independent Covenants.  The obligations of Subtenant to pay Rental and perform Subtenant’s other covenants and duties under this Sublease are independent, unconditional obligations that are to be performed at all times provided for in this Sublease.

29.           Governing Law.  This Sublease shall be governed by, and construed in accordance with, the laws of the State of New York, without regard to the law of that State concerning choice of law.

30.           Sublease Supersedes.  In the event of a conflict or inconsistency between the provisions of this Sublease and the Lease, the provisions of this Sublease shall supersede and control unless use of the Premises or any action or inaction taken in accordance with said provisions may be the basis of a default under the Lease, in which case the conflict or inconsistency shall be resolved in favor of the Lease.  However, nothing contained herein shall affect the Landlord’s rights under the Lease.

31.           Counterparts.  This Sublease may be executed in any number of counterparts, each of which shall be an original, but all of which shall together constitute one and the same instrument.

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32.           Jury Trial Waiver.  THE PARTIES HERETO HEREBY KNOWINGLY, VOLUNTARILY, INTENTIONALLY, UNCONDITIONALLY AND IRREVOCABLY WAIVE ANY RIGHT EACH MAY HAVE TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM (WHETHER ARISING IN TORT OR CONTRACT) BROUGHT BY EITHER AGAINST THE OTHER ON ANY MATTER ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS SUBLEASE OR ANY OTHER DOCUMENT EXECUTED AND DELIVERED BY EITHER PARTY IN CONNECTION HEREWITH OR ANY COURSE OF DEALING OR CONDUCT OF THE PARTIES, STATEMENTS (WHETHER ORAL OR WRITTEN ) OR ACTIONS OF ANY PERSON.  THIS WAIVER IS A MATERIAL INDUCEMENT TO SUBLANDLORD TO ENTER INTO THIS SUBLEASE.

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33.           Quiet Enjoyment.  Sublandlord covenants and agrees that provided Subtenant is not in default beyond any applicable notice and cure period, Subtenant may peaceably and quietly enjoy the Premises, subject to the terms, covenants and conditions of this Sublease and the Lease.

34.           Certain Sublandlord Obligations.  The obligations of Sublandlord under Sections 2.2, 7.3 and 14 hereunder shall remain with Citibank N.A., notwithstanding any assignment, transfer or termination of the Lease; provided, that, Subtenant shall first seek to enforce such Sections against such assignee or transferee before seeking to enforce same against Citibank N.A. pursuant to this Section 34.

IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement of Sublease as of the day and year first above written.

SUBLANDLORD: CITIBANK, N.A.
By:	/s/ Stephen P. Snell
	Name: Stephen P. Snell
	Title: Vice President

SUBTENANT: VALUE LINE, INC.
By:	/s/ Howard A. Brecher
	Name: Howard A. Brecher
	Title: President

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Exhibit A

Redacted Lease

[attached hereto]

Exhibit B

Premises

Exhibit C

Property

Exhibit D

Commencement Date Agreement

This Commencement Date Agreement is made as of the _____ day of __________, 2013, by and between CITIBANK, N.A., a national banking association (hereinafter called “Sublandlord”) and VALUE LINE, INC., a New York corporation (hereinafter called “Subtenant”).

RECITALS

A.          Sublandlord and Subtenant have entered into that certain Agreement of Sublease (the “Sublease”) dated as of _____________, 2013, whereby Sublandlord leased to Subtenant, and Subtenant leased from Sublandlord, certain property consisting of the entire ninth (9th) floor in the building located at 485 Lexington Avenue, New York, New York.

B.          In accordance with the Sublease, Sublandlord and Subtenant desire to set forth herein the Commencement Date and the Expiration Date.

NOW THEREFORE, the parties hereby agree as follows:

1.           Initially capitalized terms not otherwise defined herein shall have their respective meanings set forth in the Lease.

2.           The Commencement Date occurred on   _______________, 2013.

3.           The Expiration Date shall be February 27, 2017.

This agreement shall be binding on the parties hereto, their heirs, executors, successors and assigns.

IN WITNESS WHEREOF, Landlord and Tenant have caused this Commencement Date Agreement to be executed as of the day and year first above written.

Sublandlord CITIBANK, N.A.	Subtenant VALUE LINE, INC.
By:	By:
Name:	Name:
Title:	Title:

Exhibit E

Initial Buildout

Exhibit F

Landlord’s Consent

GREEN 485 OWNER LLC, 485 EAT OWNER LLC

AND GREEN 485 TIC LLC, AS TENANTS-IN-COMMON

c/o SL Green Realty Corp.

420 Lexington Avenue

New York, New York 10170

February 7, 2013

Citibank, N.A.

485 Lexington Avenue

New York, New York 10017

Re: (i) That certain Lease Agreement (the “Original Lease”) dated as of October 12, 2005, between Green 485 Owner LLC, 485 EAT Owner LLC and Green 485 TIC LLC, as Tenants in Common, successor in interest to 485 Lexington Owner, LLC, as landlord (“Landlord”), and Citibank, N.A., as tenant (“Tenant”), covering the entire ninth (9th), tenth (10th), eleventh (11th), twelfth (12th), fourteenth (14th), fifteenth (15th), sixteenth (16th) and seventeenth (17th) floors and portions of the Ground Floor and Basement (the “Original Premises”) in the building known as 485 Lexington Avenue, New York, New York (the “Building”), as amended by that certain: (i) First Amendment to Lease dated as of March 1, 2006 whereby Tenant added Additional Basement Space containing 370 rentable square feet to the Original Premises (the “Additional Space”) and (ii) First Amendment to Lease and Stairwell License Agreement dated as of August 6, 2007 granting Tenant the right to use certain fire stairs serving the premises (said lease agreement as so modified, is hereinafter referred to as the “Lease” and the premises demised thereunder, i.e., the Original Premises and the Additional Space, are collectively hereinafter referred to as the “Premises”); and   (ii) Sublease (the “Sublease”) dated as of February 7, 2013, between Tenant, as sublandlord and Value Line, Inc., as subtenant, (“Subtenant”) covering a certain portion of the Premises.

Dear Sir or Madam:

Reference is made to the above captioned Lease and Sublease.  You have requested the consent of Landlord to the Sublease.

Consent to the Sublease is granted upon the following terms and conditions:

1.  The Sublease shall not in any way modify, amend or affect the Lease or affect Tenant’s obligations thereunder.  Tenant represents that a true and complete copy of the Sublease as executed by Tenant and Subtenant is attached hereto as Exhibit A.

2.  This consent shall not be construed so as to modify or increase any of Landlord’s obligations under the Lease.

3.  You shall not permit any other or further assignment or subletting of all or any portion of the Premises, without Landlord’s prior written consent in each instance to the extent required under the terms of the Lease.  With respect to any assignment or subletting, any right of leaseback shall be for the benefit of Landlord, not you, and any net profit received by you in connection with any permitted assignment or subletting shall be paid by you to the Landlord, in accordance with the applicable provisions of the Lease.

4.  This consent shall not be construed to permit any greater use of services provided to the Premises than is provided for in the Lease including, but not limited to, Landlord’s obligations to supply electrical service.

5.  Landlord acknowledges and agrees that Subtenant satisfy the requirements for commercial general liability insurance under the Lease with a combination of a primary policy plus an umbrella policy, provided the combined limit of such policies is not less than $20,000,000.

6.  Notwithstanding anything herein contained, the Sublease shall in all respects be subject to, and subordinate to, the Lease and to all of the terms and conditions thereof.

7.  If at any time prior to the expiration of the term of the Sublease, the term of the Lease shall terminate or be terminated for any reason including, but not limited to, termination by operation of any provisions of the Lease, or by operation of law, Subtenant agrees, at the election and upon demand of the Landlord or any other owner of the Building (as defined in the Lease) or of the holder of any mortgagee in possession of the Building, or of any lessee under any lease to which the Lease shall be subject and subordinate, to attorn, from time to time, to Landlord or any such owner, holder or lessee, upon the then executory terms and conditions set forth in the Sublease for the remainder of the term demised in the Sublease.  The foregoing provisions of this paragraph shall enure to the benefit of Landlord and/or any such owner, holder or lessee and shall apply notwithstanding that, as a matter of law, the Sublease may terminate upon the termination of the Lease, shall be self-operative upon any such demands, and no further instrument shall be required to give effect to said provisions.  Upon demand of Landlord or any such owner, holder or lessee, Subtenant agrees, however, to execute, from time to time, instruments in confirmation of the foregoing provisions of this paragraph reasonably satisfactory to Landlord or any such owner, holder or lessee, in which Subtenant shall acknowledge such attornment and shall set forth the terms and conditions of its tenancy.  Nothing contained in this paragraph shall be construed to impair any right otherwise exerciseable by Landlord or any such owner, holder or lessee. Nothing contained herein or in the Sublease shall be deemed to create privity of contract between Landlord and Subtenant except if Landlord elects to require Subtenant to attorn after termination of the Lease, in which event, Landlord will be the sublandlord under the Sublease but Landlord shall not be bound by any amendment or modification of the Sublease made without the written consent of Landlord or liable to Subtenant with respect to or responsible for: (i) any breach or default of Tenant under the Sublease; (ii) sublease rents paid in advance to Tenant; (iii) furnishing services or affording rights of a different nature, or to greater extent than those which Landlord would be obligated to give to Tenant under the Lease with regard to the space occupied by Subtenant, or (iv) the retention, application and/or return to Subtenant of any security deposit paid to Tenant or any prior sublandlord, whether or not still held by Tenant or such prior sublandlord, unless, until and to the extent Landlord has actually received for its own account as sublandlord such security deposit.

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8.  This consent shall not be assignable.  This consent is to the act of subleasing only and not to any of the provisions of the aforesaid Sublease.  Without limiting the generality of the foregoing, nothing contained herein or in the Sublease shall constitute Landlord’s consent to any alteration without regard to whether or not such alteration is expressed or implied in the Sublease, and all alterations must comply with the applicable provisions of the Lease.

9.  Tenant and Subtenant each shall indemnify and defend Landlord, agents, servants and employees from and against any claims for commissions or other compensation from or by any real estate broker in connection or arising out of this Sublease.  Tenant acknowledges and agrees that the Lease has not been modified and remains in full force and effect, Landlord has not waived any requirement of the Lease, Landlord is not in breach of the Lease and Tenant has no claim for any failure of Landlord to perform its obligations under the Lease.

10.  Tenant shall pay to SL Green Management LLC upon demand all costs, expenses and attorneys’ fees incurred by Landlord in connection with the review of the Sublease and preparation of this Consent.

 [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

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11. This consent shall have no force or effect unless and until it is fully executed and delivered by each of the parties referred to below and shall be binding upon and inure to the benefit of each of their respective legal representatives, successors and permitted assigns.

Very truly yours, S.L. Green Management Corp., as Agent for Landlord
By:	/s/ Steven Durels
	Name:  Steven Durels
	Title:  Executive Vice President

The above is agreed to:

Citibank, N.A., as Tenant

By:	/s/ Stephen P. Snell
Name:  Stephen P. Snell
Title:  Vice President

Value Line, Inc., as Subtenant

By:	/s/ Howard A. Brecher
Name:  Howard A. Brecher
Title:  President

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EXHIBIT A

(to be attached)

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EX-10.2

Exhibit 10.2

FOURTH LEASE MODIFICATION AGREEMENT

 FOURTH LEASE MODIFICATION AGREEMENT (this “Agreement”) dated as of the 7th day of February, 2013 between SLG 220 News Owner LLC, having an office c/o SL Green Realty Corp., 420 Lexington Avenue, New York, New York (hereinafter referred to as “Landlord”) and Value Line, Inc., a New York corporation, having an office at 220 East 42nd Street, New York, New York (hereinafter referred to as “Tenant”).

W I T N E S S E T H:

 WHEREAS, Landlord's predecessor in interest, Twenty Two East Limited Partnership, as landlord, and Tenant, as tenant, entered into that certain lease agreement (the “Lease”) dated as of June 4, 1993 covering a portion of the fifth (5th) floor and the entire sixth (6th) floor as more particularly described in said lease agreement (the “Original Premises”) in the building known as 220 East 42nd Street, New York, New York (the “Building”) under the terms and conditions contained therein, as amended by that certain: (i) Settlement Agreement dated as of December 2, 1994, (ii) Second Settlement Agreement dated as of September 13, 1996, (iii) Amendment to Lease dated as of September 14, 2000 whereby Tenant surrendered a portion of the fifth (5th) floor space, (iv) Surrender Agreement dated as of January 19, 2006 whereby Tenant surrendered the remaining fifth (5th) floor space; and (v) Third Lease Modification Agreement dated as of April 23, 2007 whereby Tenant extended the term of said lease agreement (said lease agreement, as so modified, is hereinafter referred to as the “Lease” and the premises demised thereunder, i.e., the entire 6th floor is hereinafter referred to as the “Premises”) for a term scheduled to expire on May 31, 2013 (the “Expiration Date”); and

 WHEREAS, Tenant wishes to extend the term of the Lease for the Premises, as modified by this Agreement, for an additional term of three (3) months (the “Extended Term”) to commence as of June 1, 2013 (the “Extended Term Commencement Date”) and to expire on September 15, 2013 (the “Extended Term Expiration Date”); and

 WHEREAS, subject to and in accordance with the terms, covenants and conditions of this Agreement, Landlord has agreed to permit Tenant to extend the term of the Lease and to otherwise modify the Lease for the period of the Extended Term; and

 WHEREAS, Tenant and Landlord wish to modify the Lease as set forth below.

 NOW, THEREFORE, in consideration of the mutual agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows:

 1.Term.

 The term of the Lease shall be extended under the same terms, covenants and conditions contained in the Lease, except to the extent specifically modified by this Agreement, for the period of the Extended Term so that the term of the Lease shall expire on the Extended Term Expiration Date or on such earlier date upon which the term of the Lease shall expire, be canceled or terminated pursuant to any of the conditions or covenants of the Lease or pursuant to law.

 2.Condition of Premises.

 The parties acknowledge that Tenant is currently in occupancy of the Premises, has inspected the same and the Building and is fully familiar with the physical condition thereof and Tenant agrees to accept the Premises as of the Extended Term Commencement Date in its then "as is" broom clean condition.  Tenant acknowledges and agrees that Landlord shall have no obligation to do any work in or to the Premises in order to make it suitable and ready for continued occupancy and use by Tenant.

 3.Fixed Rent for the Premises.

 (a)Tenant shall pay Fixed Rent for the Premises (excluding electricity charges) from the Extended Term Commencement Date through the Extended Term Expiration Date at the rate of Three Million Seven Hundred One Thousand Five Hundred Fifty Six and 00/100 ($3,701,556.00) Dollars per annum ($308,463.00 per month) for the period from June 1, 2013 through September 15, 2013.

 (b)In addition to the payment of Fixed Rent as hereinabove provided, Tenant shall continue to pay Additional Rent and other charges for the Premises as originally provided for in the Lease, provided however, that as of the Extended Term Commencement Date: (i) for purposes of Article 42A(i) of the Lease, the term "Premises Area" shall be deemed to mean 67,301 square feet; and (ii) for purposes of Article 42 of the Lease, Tenant shall not be obligated to pay Additional Rent in respect of Tenant's Proportionate Share of Taxes and Operating Expenses, provided however, that Tenant shall remain obligated to pay Additional Rent for Tenant's Proportionate Share of Taxes and Operating Expenses prior to the Extended Term Commencement Date in accordance with the provisions of Article 42 of the Lease notwithstanding anything contained herein to the contrary.

 4.Electricity.

 Tenant acknowledges and agrees that electric service shall continue to be supplied to the Premises as of the Extended Term Commencement Date in accordance with the provisions of Article 46 of the Lease.

 5.Successors and Assigns.

 This Agreement shall be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.

 6.Entire Agreement.

 The Lease, as modified by this Agreement, represents the entire understanding between the parties with regard to the matters addressed herein and may only be modified by written agreement executed by all parties hereto.  All prior understandings or representations between the parties hereto, oral or written, with regard to the matters addressed herein, other than the Lease, are hereby merged herein.  Tenant acknowledges that neither Landlord nor any representative or agent of Landlord has made any representation or warranty, express or implied, as to the physical condition, state of repair, layout, footage or use of the Premises or any matter or thing affecting or relating to the Premises except as specifically set forth in this Agreement.  Tenant has not been induced by and has not relied upon any statement, representation or agreement, whether express or implied, not specifically set forth in this Agreement.  Landlord shall not be liable or bound in any manner by any oral or written statement, broker's "set-up"," representation, agreement or information pertaining to the Premises or this Agreement furnished by any real estate broker, agent, servant, employee or other person, unless specifically set forth herein, and no rights are or shall be acquired by Tenant by implication or otherwise unless expressly set forth herein.

2

 7.Effectiveness.

 This Agreement shall not be binding upon Landlord and Tenant until executed and delivered by both Landlord and Tenant.

 8.Ratification.

 Tenant acknowledges and agrees that the Lease has not been modified and remains in full force and effect, Landlord has not waived any requirement of the Lease, Landlord is not in breach of the Lease and Tenant has no claim for any failure of Landlord to perform its obligations under the Lease.

 9.No Brokers/Indemnification.

 Tenant covenants, represents and warrants that Tenant has had no dealings or negotiations with any broker or agent in connection with the consummation of this Agreement other than SL Green Leasing LLC and CB Richard Ellis, Inc. (collectively, the “Brokers”), and Tenant covenants and agrees to defend, hold harmless and indemnify Landlord from and against any and all cost, expense (including reasonable attorneys' fees) or liability for any compensation, commissions or charges claimed by any broker or agent with respect to this Agreement or the negotiation thereof.

 10.Miscellaneous.

 (a)The captions in this Agreement are for convenience only and are not to be considered in construing this Agreement.

 (b)This Agreement shall be construed without regard to any presumption or other rule requiring construction against the party causing this Agreement to be drafted.

 (c)Terms used in this Agreement and not otherwise defined herein shall have the respective meanings ascribed thereto in the Lease.

 (d)If any provision of this Agreement or its application to any person or circumstances is invalid or unenforceable to any extent, the remainder of this Agreement, or the applicability of such provision to other persons or circumstances, shall be valid and enforceable to the fullest extent permitted by law and shall be deemed to be separate from such invalid or unenforceable provisions and shall continue in full force and effect.

3

 IN WITNESS WHEREOF, Landlord and Tenant have duly executed this Agreement as of the day and year first above written.

	SLG 220 NEWS OWNER LLC, as Landlord
	By:	/s/ Steven Durels
		Name:  Steven Durels
		Title:    Executive Vice President
Witness:
/s/ Larry Swiger
Name:  Larry Swiger
Title:   Senior Vice President
	VALUE LINE, INC., as Tenant
	By:	/s/ Howard A. Brecher
		Name: Howard A. Brecher
		Title:   President
Witness:
/s/ Lena Kempe
Name:  Lena Kempe
Title:    Secretary

4

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Howard A. Brecher, certify that:

1. I have reviewed this report on Form 10-Q of Value Line, Inc. for the quarter ended January 31, 2013;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:  March 12, 2013	By:	/s/Howard A. Brecher
		Howard A. Brecher
		Chairman and Chief Executive Officer
		(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, Stephen R. Anastasio, certify that:

1. I have reviewed this report on Form 10-Q of Value Line, Inc. for the quarter ended January 31, 2013;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:  March 12, 2013	By:	/s/Stephen R. Anastasio
		Stephen R. Anastasio
		Vice President & Treasurer
		(Principal Financial Officer)

EX-32.1

Exhibit 32.1

Certification Pursuant to 18 U.S.C. Section 1350

In accordance with 18 U.S.C. Section 1350, the undersigned hereby certify, in the indicated capacities with respect to Value Line, Inc. (the “Issuer”), that the report on Form 10-Q for the quarter ended January 31, 2013 of the Issuer fully complies with the requirements of section 13(a) of the Securities Exchange Act of 1934 and that the information contained in the quarterly report on Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Issuer.  This certification is not to be deemed to be filed pursuant to the Securities Exchange Act of 1934 and does not constitute a part of the quarterly report on Form 10-Q of the Issuer accompanying this certification.

Date:  March 12, 2013	By:	/s/ Howard A. Brecher
		Howard A. Brecher
		Chairman and Chief Executive Officer
		(Principal Executive Officer)

Date:  March 12, 2013	By:	/s/Stephen R. Anastasio
		Stephen R. Anastasio
		Vice President & Treasurer
		(Principal Financial Officer)

XML

Investments - Equity Method Investment (Detail Textuals 1) (USD $)	9 Months Ended
	Jan. 31, 2013	Apr. 30, 2012
Schedule of Equity Method Investments [Line Items]
Investment in EAM Trust (1)	$ 57,465,000	$ 56,331,000
Non-voting profits interest ("Profits Interest")	50.00%
EAM Trust
Schedule of Equity Method Investments [Line Items]
Investment in EAM Trust (1)	57,465,000	56,331,000
Fair value of contributed capital at inception	55,805,000	55,805,000
Cash and liquid securities in excess of working capital requirements contributed to capital account	5,820,000	5,820,000
Non-voting profits interest ("Profits Interest")	50.00%
Payable to VLI for its accrued non-voting revenues and non-voting profits interests	$ 1,588,000

XML

Treasury Stock and Repurchase Program (Details) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		9 Months Ended			12 Months Ended
	Jan. 31, 2013	Oct. 31, 2012	Jan. 31, 2013		Jan. 31, 2012	Apr. 30, 2012
Treasury Stock At Cost [Roll Forward]
Balance (in shares)			103,619	[1],[2]
Purchases effected in open market, shares	12,890	3,440
Balance (in shares)	119,949		119,949			103,619	[1],[2]
Total Average Cost, Beginning Balance (in dollars)			$ 1,390	[1],[2]
Purchases effected in open market (in dollars)	117	30	147		946
Total Average Cost, Ending Balance (in dollars)	1,537		1,537			1,390	[1],[2]
Average cost per share	$ 9.11	$ 8.84	$ 12.81			$ 13.41	[1],[2]
Aggregate purchase price remaining under the program	$ 2,853	$ 2,970

[1] Includes the balance of 18,400 shares with a total average cost of $354,000 that were acquired prior to the repurchase program authorized in January 2011.

[2] Includes the balance of 85,219 shares with a total average cost of $1,036,000 that were acquired during the former repurchase program, which was authorized in January 2011 and expired in January 2012.

XML

Federal, State and Local Income Taxes - Provision for income taxes (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Jan. 31, 2013	Jan. 31, 2012	Jan. 31, 2013	Jan. 31, 2012
Current tax expense (benefit):
Federal	$ 727	$ 414	$ 2,054	$ 371
State and local	156	131	258	(84)
Current tax expense (benefit)	883	545	2,312	287
Deferred tax expense (benefit):
Federal	97	448	533	2,784
State and local	23	445	140	478
Deferred tax expense (benefit)	120	893	673	3,262
Income tax provision:	$ 1,003	$ 1,438	$ 2,985	$ 3,549

XML

Treasury Stock and Repurchase Program (Detail Textuals) (USD $)	3 Months Ended		9 Months Ended		1 Months Ended		9 Months Ended		12 Months Ended
	Jan. 31, 2013	Oct. 31, 2012	Jan. 31, 2013	Jan. 31, 2012	Sep. 19, 2012 Treasury Stock	Jan. 19, 2011 Treasury Stock	Jan. 31, 2013 Treasury Stock	Jan. 31, 2012 Treasury Stock	Jan. 31, 2012 Treasury Stock
Equity, Class of Treasury Stock [Line Items]
Authorized repurchase amount of common stock					$ 3,000,000	$ 3,200,000
Number of treasury shares	12,890	3,440				18,400	16,330	78,500	85,219
Total average cost	$ 117,000	$ 30,000	$ 147,000	$ 946,000		$ 354,000	$ 147,000	$ 946,000	$ 1,036,000

XML

Related Party Transactions (Detail Textuals) (USD $)	9 Months Ended						9 Months Ended		1 Months Ended	9 Months Ended
	Jan. 31, 2013	Jan. 31, 2012	Apr. 30, 2012	Jan. 31, 2013 EAM Trust	Apr. 30, 2012 EAM Trust	Jan. 31, 2012 EAM Trust	Jan. 31, 2013 EAM Trust Minimum	Jan. 31, 2013 EAM Trust Maximum	May 31, 2011 Value Line Inc	Jan. 31, 2013 Value Line Inc	Jan. 31, 2013 Arnold Bernhard and Co Inc	Jan. 31, 2012 Arnold Bernhard and Co Inc	Apr. 30, 2012 Arnold Bernhard and Co Inc
Related Party Transaction [Line Items]
Total assets of value line funds managed by EAM				$ 2,130,000,000		$ 2,080,000,000
Percentage of assets decreased in funds				2.60%
Percentage of non voting profits interests due each quarter from EAM										90.00%
Non voting profits interest in variable entity not yet paid				1,588,000	497,000
Non-voting revenues interest ("Revenues Interest")							41.00%	55.00%
Rental and accounting and other administrative support service income									44,000
Reimbursed income											138,000	167,000
Federal income tax payments to the Parent	(1,030,000)	(245,000)									1,030,000	245,000
Prepaid and refundable income taxes			$ 779,000								$ 0		$ 530,000
Percentage of ownership of parent company	87.40%

XML

Organization and Summary of Significant Accounting Policies (Detail Textuals) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Jan. 31, 2013	Apr. 30, 2012
Schedule of Equity Method Investments [Line Items]
Non-voting profits interest ("Profits Interest")	50.00%
Short term investments (in dollars)	$ 7,751	$ 10,848
EAM Trust
Schedule of Equity Method Investments [Line Items]
Percent each voting profits interest of EAM managed by trustees	20.00%
Non-voting profits interest ("Profits Interest")	50.00%
Percentage of non voting profits interests due each quarter from EAM	90.00%
EAM Trust | Minimum
Schedule of Equity Method Investments [Line Items]
Non-voting revenues interest ("Revenues Interest")	41.00%
EAM Trust | Maximum
Schedule of Equity Method Investments [Line Items]
Non-voting revenues interest ("Revenues Interest")	55.00%

XML

Lease Commitments (Detail Textuals) (USD $)	0 Months Ended	9 Months Ended		167 Months Ended	0 Months Ended
	Jun. 04, 1993	Jan. 31, 2013	Jan. 31, 2012	Apr. 30, 2007	Feb. 07, 2013 Citi Bank Subsequent Event sqft
Operating Leased Assets [Line Items]
Term of lease	15 years
Extended term of lease				5 years
Area of land for lease					44,493
Base rent under the sublease agreement					$ 1,468,269
Security deposit in cash					489,423
Rental expenses		$ 1,882,000	$ 1,882,000

XML

Supplementary Cash Flow Information (Tables)

9 Months Ended

Jan. 31, 2013

Supplemental Cash Flow Elements [Abstract]

Schedule of cash flow supplemental disclosures

	Nine Months Ended January 31,
($ in thousands)	2013			2012
State and local income tax payments	$	(20	)	$	(84	)
Federal income tax payments to the Parent	$	(1,030	)	$	(245	)

XML

Federal, State and Local Income Taxes - Provision for income taxes differs from the amount of income tax determined by applying the applicable U.S. statutory income tax rate (Details 2)	9 Months Ended
	Jan. 31, 2013	Jan. 31, 2012
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract]
U.S. statutory federal rate	35.00%	35.00%
Increase (decrease) in tax rate from:
State and local income taxes, net of federal income tax benefit	2.78%	2.73%
Effect of dividends received deductions	(0.26%)	(0.11%)
Domestic production tax credit	(0.58%)
Other, net		0.20%
Effective income tax rate	36.94%	37.82%

XML

Supplementary Cash Flow Information (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Jan. 31, 2013	Jan. 31, 2012
Supplemental Cash Flow Elements [Abstract]
State and local income tax payments	$ (20)	$ (84)
Federal income tax payments to the Parent	$ (1,030)	$ (245)

XML

Investments - Components of assets and liabilities (Details 3) (USD $) In Thousands, unless otherwise specified	Jan. 31, 2013		Apr. 30, 2012
Schedule of Equity Method Investments [Line Items]
Total assets	$ 83,334		$ 84,369
Total liabilities	50,477		52,055
EAM Trust
Schedule of Equity Method Investments [Line Items]
Total assets	59,141		57,482
Total liabilities	(2,664)	[1]	(663)	[1]
Total equity	$ 56,477		$ 56,819

[1] At January 31, 2013, EAM's total liabilities included a payable to VLI for its accrued non-voting revenues and non-voting profits interests of $1,588,000.

XML

Property and Equipment (Details) (USD $) In Thousands, unless otherwise specified	Jan. 31, 2013	Apr. 30, 2012
Property, Plant and Equipment [Abstract]
Land	$ 726	$ 726
Building and leasehold improvements	7,325	7,283
Furniture and equipment	11,021	10,955
Property, plant and equipment, gross	19,072	18,964
Accumulated depreciation and amortization	(15,307)	(15,110)
Total property and equipment, net	$ 3,765	$ 3,854

XML

Related Party Transactions (Detail Textuals 1) (USD $) In Millions, unless otherwise specified	Dec. 16, 2011 Value Line Convertible Fund	May 18, 2012 Value Line New York Tax Exempt Trust	May 18, 2012 Value Line Tax Exempt Fund	Mar. 31, 2013 Value Line Core Bond Fund Subsequent Event
Related Party Transaction [Line Items]
Assets under management	$ 20	$ 15	$ 90
Minimum expected asset under management carrying value				$ 100

XML

Organization and Summary of Significant Accounting Policies

9 Months Ended

Jan. 31, 2013

Organization, Consolidation and Presentation Of Financial Statements [Abstract]

Organization and Summary of Significant Accounting Policies:

Note 1 - Organization and Summary of Significant Accounting Policies:

Value Line, Inc. (“Value Line” or “VLI”, and collectively with its subsidiaries, the “Company”) is incorporated in the State of New York. The name “Value Line” as used to describe the Company, its products, and its subsidiaries, is a registered trademark of the Company. The Company’s primary business is producing investment periodicals and related publications and making available copyright data including certain Value Line trademarks and Value Line Proprietary Ranking System information to third parties under written agreements for use in third party managed and marketed investment products.  

The Consolidated Condensed Balance Sheets as of January 31, 2013 and April 30, 2012, which have been derived from the unaudited interim Consolidated Condensed Financial Statements and the audited Consolidated Financial Statements, respectively, were prepared following the interim reporting requirements of the Securities and Exchange Commission (“SEC”). In the opinion of management, the accompanying Unaudited Interim Consolidated Condensed Financial Statements contain all adjustments (consisting of normal recurring accruals except as noted below) considered necessary for a fair presentation. This report should be read in conjunction with the audited financial statements and footnotes contained in the Company’s Annual Report on Form 10-K for the fiscal year ended April 30, 2012 filed with the SEC on July 27, 2012 (the “Form 10-K”). Results of operations covered by this report may not be indicative of the results of operations for the entire year.

Use of Estimates:

The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results may differ from those estimates.

Principles of Consolidation:

The Company follows the guidance in the Financial Accounting Standards Board’s (“FASB”) Topic 810 “Consolidation” to determine if it should consolidate its investment in a variable interest entity (“VIE”). A VIE is a legal entity in which either (i) equity investors do not have sufficient equity investment at risk to enable the entity to finance its activities independently or (ii) the equity holders at risk lack the obligation to absorb losses, the right to receive residual returns or the right to make decisions about the entity’s activities that most significantly affect the entity’s economic performance. A holder of a variable interest in a VIE is required to consolidate the entity if it is determined that it has a controlling financial interest in the VIE and is therefore the primary beneficiary. The determination of a controlling financial interest in a VIE is based on a qualitative assessment to identify the variable interest holder, if any, that has (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance, and (ii) either the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the VIE.  The accounting guidance requires the Company to perform an ongoing assessment of whether the Company is the primary beneficiary of a VIE and the Company has determined it is not the primary beneficiary of a VIE (see Note 3).

In accordance with FASB’s Topic 810, the assets, liabilities, and results of operations of subsidiaries in which the Company has a controlling interest have been consolidated. All significant intercompany accounts and transactions have been eliminated in consolidation. On December 23, 2010, the Company completed the deconsolidation of the investment management related affiliates (the “Restructuring Transaction”) in accordance with FASB’s Topic 810. As part of the Restructuring Transaction, the Company received a significant non-voting revenues interest (excluding distribution revenues) and a non-voting profits interest in the new entity, EULAV Asset Management, a Delaware statutory trust (“EAM” or “EAM Trust”). The Company relied on the guidance in FASB’s ASC Topics 323 and 810 in its determination not to consolidate its investment in EAM and to account for such investment under the equity method of accounting. The Company reports the amount it receives for its non-voting revenues and non-voting profits interests as a separate line item below operating income in the Consolidated Condensed Statements of Income.

Revenue Recognition:

Depending upon the product, subscription fulfillment for Value Line periodicals and related publications is available in print or digitally, via internet access. The length of a subscription varies by product and offer received by the subscriber. Generally, subscriptions are offered as annual subscriptions. Subscription revenues, net of discounts, are recognized ratably on a straight line basis when the product is served to the client over the life of the subscription. Accordingly, the amount of subscription fees to be earned by fulfilling subscriptions after the date of the balance sheets are shown as unearned revenue within current and long term liabilities.

Copyright data revenues are derived from providing certain Value Line trademarks and the Value Line Proprietary Ranking System information to third parties under written agreements for use in selecting securities for third party marketed products, including unit investment trusts, annuities and exchange traded funds (“ETFs”). The Company earns asset-based copyright data fees as specified in the individual agreements. Revenue is recognized monthly over the term of the agreement and, because it is asset-based, will fluctuate as the market value of the underlying portfolio increases or decreases in value.

Investment in Unconsolidated Entities:

The Company accounts for its investment in its unconsolidated entity, EAM, using the equity method of accounting in accordance with FASB’s ASC 323. The equity method is an appropriate means of recognizing increases or decreases measured by GAAP in the economic resources underlying the investments. Under the equity method, an investor recognizes its share of the earnings or losses of an investee in the periods for which they are reported by the investee in its financial statements rather than in the period in which an investee declares a dividend or distribution. An investor adjusts the carrying amount of an investment for its share of the earnings or losses recognized by the investee.

The Company’s “interests” in EAM, the investment adviser to and the sole member of the distributor of the Value Line Funds, consist of a “non-voting revenues interest” and a “non-voting profits interest” in EAM as defined in the EAM Declaration of Trust dated as of December 23, 2010 (the “EAM Trust Agreement”). The business of EAM is managed by its trustees each owning 20% of the voting profits interest of EAM and by its officers subject to the direction of the trustees. The non-voting revenues interest (“Revenues Interest”) entitles the Company to receive a range of 41% to 55%, based on the amount of EAM’s adjusted gross revenues, excluding distribution revenues from EULAV Securities, the distributor of the Value Line Funds (“ES”). The non-voting profits interest (“Profits Interest”) entitles the Company to receive 50% of EAM’s profits, subject to certain limited adjustments as defined in the EAM Trust Agreement. The Revenues Interest and at least 90% of the Profits Interest are to be distributed each quarter to all interest holders of EAM, including Value Line.  The Company’s Revenues Interest in EAM excludes participation in the service and distribution fees of EAM’s subsidiary, ES.  The Company's Revenues Interest in EAM excludes participation in the service and distribution fees of EAM's subsidiary, ES.  The Company reflects its non-voting revenues and non-voting profits interests in EAM as non-operating income under the equity method of accounting.  Although the Company does not have control over the operating and financial policies of EAM, pursuant to the EAM Trust Agreement, the Company has a contractual right to receive its share of EAM's revenues and profits.

The management fees and average daily net assets for the Value Line Funds are calculated by State Street Bank, which serves as the fund accountant, fund administrator, and custodian of the Value Line Funds.

Service and distribution fees are received by the distributor from the Value Line Funds in accordance with service and distribution plans under rule 12b-1 of the Investment Company Act of 1940 on a monthly basis and are calculated based upon the average daily net assets of the respective Fund in accordance with each Fund’s prospectus. These plans are compensation plans, which means that the distributor’s fees under these plans are payable without regard to actual expenses incurred by the distributor, and therefore the distributor may earn a profit under the plan.

The Value Line Funds are open-end management companies registered under the Investment Company Act of 1940 (the “1940 Act”). Shareholder transactions for the Value Line Funds are processed each business day by the third party transfer agent of the Funds. Shares can be redeemed without advance notice upon request of the shareowners each day that the New York Stock Exchange is open.

Valuation of Securities:

The Company’s securities classified as cash equivalents and available-for-sale consist of shares of money market funds that invest primarily in short-term U.S. Government securities, investments in ETFs, shares of equity securities in various publicly traded companies and bank certificates of deposits and are valued in accordance with the requirements of the Fair Value Measurements Topic of the FASB’s ASC 820. The securities classified available-for-sale reflected in the Consolidated Condensed Balance Sheets are valued at market and unrealized gains and losses, net of applicable taxes, are reported as a separate component of shareholders’ equity. Realized gains and losses on sales of the securities classified as available-for-sale are recorded in earnings as of the trade date and are determined on the identified cost method.

The Company classifies its securities available-for-sale as current assets to properly reflect its liquidity and to recognize the fact that it has liquid assets available-for-sale should the need arise.

Market valuations of securities listed on a securities exchange and ETF shares are based on the closing sales prices on the last business day of each month. The market value of the Company’s fixed maturity U.S. Government debt securities is determined utilizing publicly quoted market prices. Cash equivalents consist of investments in money market funds that invest primarily in U.S. Government securities valued in accordance with rule 2a-7 under the 1940 Act.

The Fair Value Measurements Topic of FASB’s ASC defines fair value as the price that the Company would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market for the investment. The Fair Value Measurements Topic established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the information that market participants would use in pricing the asset or liability, including assumptions about risk. Examples of risks include those inherent in a particular valuation technique used to measure fair value such as the risk inherent in the inputs to the valuation technique. Inputs are classified as observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the factors market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.

The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

Level 1 – quoted prices in active markets for identical investments

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Level 3 – significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments)

The following summarizes the levels of fair value measurements of the Company’s investments:

	As of January 31, 2013
($ in thousands)	Level 1		Level 2		Level 3		Total
Cash equivalents	$	7,751	$	-	$	-	$	7,751
Securities available-for-sale		5,152		-		-		5,152
	$	12,903	$	-	$	-	$	12,903

	As of April 30, 2012
($ in thousands)	Level 1		Level 2		Level 3		Total
Cash equivalents	$	10,848	$	-	$	-	$	10,848
Securities available-for-sale		3,881		-		-		3,881
	$	14,729	$	-	$	-	$	14,729

The Company had no other financial instruments such as futures, forwards and swap contracts. For the periods ended January 31, 2013 and April 30, 2012, there were no Level 2 nor Level 3 investments. The Company does not have any liabilities subject to fair value measurement.

Advertising expenses:

The Company expenses advertising costs as incurred.

Income Taxes:

The Company computes its income tax provision in accordance with the Income Tax Topic of the FASB’s ASC. Deferred tax liabilities and assets are recognized for the expected future tax consequences of events that have been reflected in the Consolidated Condensed Financial Statements. Deferred tax liabilities and assets are determined based on the differences between the book values and the tax bases of particular assets and liabilities, using tax rates currently in effect for the years in which the differences are expected to reverse.

The Income Tax Topic of the FASB’s ASC establishes for all entities, a minimum threshold for financial statement recognition of the benefit of positions taken in filing tax returns (including whether an entity is taxable in a particular jurisdiction), and requires certain expanded tax disclosures. As of January 31, 2013, management has reviewed the tax positions for the years still subject to tax audit under the statute of limitations, evaluated the implications, and determined that there is no material impact to the Company’s financial statements.

Earnings per share:

Earnings per share are based on the weighted average number of shares of common stock and common stock equivalents outstanding during each period. Any shares that are reacquired during the period are weighted for the portion of the period that they are outstanding. The Company does not have any potentially dilutive common shares from outstanding stock options, warrants, restricted stock, or restricted stock units.

Cash and Cash Equivalents:

For purposes of the Consolidated Condensed Statements of Cash Flows, the Company considers all cash held at banks and short term liquid investments with an original maturity of less than three months to be cash and cash equivalents. As of January 31, 2013 and April 30, 2012, cash equivalents included $7,751,000 and $10,848,000, respectively, for amounts invested in savings accounts at large commercial banks, held as bank certificates of deposits, and investments in money market mutual funds that invest in short term U.S. government securities.

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Employees' Profit Sharing and Savings Plan (Detail Textuals) (USD $)	9 Months Ended
	Jan. 31, 2013	Jan. 31, 2012
Compensation Related Costs [Abstract]
Estimated profit sharing plan contribution included in salaries and employee benefits	$ 175,000	$ 337,000

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Property and Equipment (Tables)

9 Months Ended

Jan. 31, 2013

Property, Plant and Equipment [Abstract]

Schedule of property and equipment

	January 31,			April 30,
($ in thousands)	2013			2012
Land	$	726		$	726
Building and leasehold improvements		7,325			7,283
Furniture and equipment		11,021			10,955
		19,072			18,964
Accumulated depreciation and amortization		(15,307	)		(15,110	)
Total property and equipment, net	$	3,765		$	3,854

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Federal, State and Local Income Taxes (Tables)

9 Months Ended

Jan. 31, 2013

Income Tax Disclosure [Abstract]

Schedule of provision for income taxes

	Three Months Ended January 31,				Nine Months Ended January 31,
($ in thousands)	2013		2012		2013		2012
Current tax expense (benefit):
Federal	$	727	$	414	$	2,054	$	371
State and local		156		131		258		(84	)
		883		545		2,312		287
Deferred tax expense (benefit):
Federal		97		448		533		2,784
State and local		23		445		140		478
		120		893		673		3,262
Income tax provision:	$	1,003	$	1,438	$	2,985	$	3,549

Schedule of components of deferred tax asset and deferred tax liability

($ in thousands)	January 31, 2013			April 30, 2012
Federal tax benefit (liability):
Net operating loss	$	-		$	126
Unrealized gains on securities available-for-sale		(71	)		(46	)
Operating lease exit obligation		51			153
Deferred professional fees		75			80
Deferred charges		222			76
Total federal tax benefit		277			389
State and local tax benefits:
Net operating loss		-			15
Other		43			38
Total state and local tax benefits		43			53
Deferred tax asset, short term	$	320		$	442

	January 31,			April 30,
($ in thousands)	2013			2012
Federal tax liability (benefit):
Deferred gain on deconsolidation of EAM	$	17,679		$	17,679
Deferred non-cash post-employment compensation		(619	)		(619	)
Depreciation and amortization		1,400			1,032
Other		217			120
Total federal tax liability		18,677			18,212
State and local tax liabilities (benefits):
Deferred gain on deconsolidation of EAM		2,185			2,182
Deferred non-cash post-employment compensation		(76	)		(76	)
Depreciation and amortization		173			127
Deferred professional fees		(10	)		(21	)
Total state and local tax liabilities		2,272			2,212
Deferred tax liability, long term	$	20,949		$	20,424

Schedule of effective income tax rate reconciliation

	Nine Months Ended January 31,
	2013			2012
U.S. statutory federal rate		35.00	%		35.00	%
Increase (decrease) in tax rate from:
State and local income taxes, net of federal income tax benefit		2.78	%		2.73	%
Effect of dividends received deductions		-0.26	%		-0.11	%
Domestic production tax credit		-0.58	%		-
Other, net		-			0.20	%
Effective income tax rate		36.94	%		37.82	%

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Lease Commitments - Future minimum payments under operating lease (Details) (USD $) In Thousands, unless otherwise specified	Jan. 31, 2013
Operating Leased Assets [Line Items]
2014	$ 1,816
2015	1,468
2016	1,468
2017	1,224
Operating Leases, Future Minimum Payments Due	5,976
Current Lease
Operating Leased Assets [Line Items]
2014	1,326
2015
2016
2017
Operating Leases, Future Minimum Payments Due	1,326
New Sublease
Operating Leased Assets [Line Items]
2014	490
2015	1,468
2016	1,468
2017	1,224
Operating Leases, Future Minimum Payments Due	$ 4,650

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Comprehensive Income (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Jan. 31, 2013	Jan. 31, 2012	Jan. 31, 2013	Jan. 31, 2012
Comprehensive Income (Loss) Note [Abstract]
Change in unrealized gains (losses) on securities during the period, before tax			$ 70	$ (1)
Change in unrealized gains (losses) on securities during the period, tax expense			(78)
Change in unrealized gains (losses) on securities during the period, tax benefit			54
Change in unrealized gains (losses) on securities during the period, net of tax			46	(1)
Add: Losses realized in net income, before tax				22
Add: Losses realized in net income, tax expense				(8)
Add: Losses realized in net income, tax benefit
Add: Losses realized in net income, net of tax				14
Other comprehensive income (loss), available-for-sale securities adjustment, before tax			70	21
Other comprehensive income (loss), available-for-sale securities, tax expense			(78)	(8)
Other comprehensive income (loss), available-for-sale securities, tax benefit			54
Other comprehensive income (loss), available-for-sale securities adjustment, net of tax	$ 19	$ 43	$ 46	$ 13

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Treasury Stock and Repurchase Program (Tables)

9 Months Ended

Jan. 31, 2013

Treasury Stock [Abstract]

Schedule of treasury stock, at cost

(in thousands except for shares and cost per share)	Shares		Total Average Cost Assigned		Average Cost per Share		Aggregate Purchase Price Remaining Under the Program
Balance as of April 30, 2012 (1)(2)		103,619	$	1,390	$	13.41	$	-
Purchases effected in open market during the quarters ended :
October 31, 2012		3,440		30		8.84	$	2,970
January 31, 2013		12,890		117		9.11	$	2,853
Balance as of January 31, 2013		119,949	$	1,537	$	12.81

(1) Includes the balance of 18,400 shares with a total average cost of $354,000 that were acquired prior to the repurchase program authorized in January 2011.

(2) Includes the balance of 85,219 shares with a total average cost of $1,036,000 that were acquired during the former repurchase program, which was authorized in January 2011 and expired in January 2012.

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Lease Commitments (Tables)

9 Months Ended

Jan. 31, 2013

Commitments and Contingencies Disclosure [Abstract]

Schedule of future minimum payments

Fiscal Years ended April 30,	Current Lease		New Sublease		Total
			($ in thousands)
2014	$	1,326	$	490	$	1,816
2015		-		1,468		1,468
2016		-		1,468		1,468
2017		-		1,224		1,224
	$	1,326	$	4,650	$	5,976

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Consolidated Condensed Statement of Changes in Shareholders' Equity (unaudited) (Parentheticals) (USD $)	3 Months Ended
	Jan. 31, 2013	Oct. 31, 2012	Jul. 31, 2012	Jan. 31, 2012	Oct. 31, 2011	Jul. 31, 2011
Statement Of Stockholders Equity [Abstract]
Dividends declared per share (in dollars per share)	$ 0.15	$ 0.15	$ 0.15	$ 0.15	$ 0.20	$ 0.20

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Organization and Summary of Significant Accounting Policies (Details) (USD $) In Thousands, unless otherwise specified	Jan. 31, 2013	Apr. 30, 2012
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	$ 7,751	$ 10,848
Securities available-for-sale	5,152	3,881
Investments, fair value disclosure	12,903	14,729
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	7,751	10,848
Securities available-for-sale	5,152	3,881
Investments, fair value disclosure	12,903	14,729
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents
Securities available-for-sale
Investments, fair value disclosure
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents
Securities available-for-sale
Investments, fair value disclosure

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Variable Interest Entity (Details) (USD $) In Thousands, unless otherwise specified	Jan. 31, 2013		Apr. 30, 2012
Variable Interest Entity [Line Items]
Investment in EAM Trust (1)	$ 57,465		$ 56,331
EAM Trust
Variable Interest Entity [Line Items]
VIE Assets	59,141		57,482
Investment in EAM Trust (1)	57,465	[1]	56,331	[1]
Liabilities
Maximum Exposure to Loss	$ 57,465		$ 56,331

[1] Reported within Long Term Assets on the Consolidated Condensed Balance Sheets.

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Accounting for the Costs of Computer Software Developed for Internal Use (Detail Textuals) (Computer Software Developed For Internal Use, USD $)	9 Months Ended
	Jan. 31, 2013	Jan. 31, 2012
Finite-Lived Intangible Assets [Line Items]
Capitalized cost of development of software for internal use	$ 1,546,000	$ 2,992,000
Development costs for the digital production software project	1,444,000	1,876,000
Development costs related to a new fulfillment system	102,000	1,116,000
Amortization expense	$ 937,000	$ 191,000
Minimum
Finite-Lived Intangible Assets [Line Items]
Expected useful life of the asset	3 years
Maximum
Finite-Lived Intangible Assets [Line Items]
Expected useful life of the asset	5 years

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Consolidated Condensed Balance Sheets (USD $) In Thousands, unless otherwise specified	Jan. 31, 2013	Apr. 30, 2012
Current Assets:
Cash and cash equivalents (including short term investments of $7,751 and $10,848, respectively)	$ 8,743	$ 12,042
Securities available-for-sale	5,152	3,881
Accounts receivable, net of allowance for doubtful accounts of $35 and $44, respectively	1,211	902
Prepaid and refundable income taxes		779
Prepaid expenses and other current assets	1,004	1,071
Deferred income taxes	320	442
Total current assets	16,430	19,117
Long term assets:
Investment in EAM Trust	57,465	56,331
Property and equipment, net	3,765	3,854
Capitalized software and other intangible assets, net	5,674	5,067
Total long term assets	66,904	65,252
Total assets	83,334	84,369
Current Liabilities:
Accounts payable and accrued liabilities	2,138	2,673
Accrued salaries	992	1,108
Dividends payable	1,482	1,484
Accrued taxes on income	631	96
Reserve for settlement expenses	252	275
Unearned revenue	21,001	21,548
Total current liabilities	26,496	27,184
Long term liabilities:
Unearned revenue	3,032	4,447
Deferred income taxes	20,949	20,424
Total long term liabilities	23,981	24,871
Total liabilities	50,477	52,055
Shareholders' Equity:
Common stock, $0.10 par value; authorized 30,000,000 shares; issued 10,000,000 shares	1,000	1,000
Additional paid-in capital	991	991
Retained earnings	32,272	31,628
Treasury stock, at cost (119,949 and 103,619 shares, respectively)	(1,537)	(1,390)	[1],[2]
Accumulated other comprehensive income, net of tax	131	85
Total shareholders' equity	32,857	32,314
Total liabilities and shareholders' equity	$ 83,334	$ 84,369

[1] Includes the balance of 18,400 shares with a total average cost of $354,000 that were acquired prior to the repurchase program authorized in January 2011.

[2] Includes the balance of 85,219 shares with a total average cost of $1,036,000 that were acquired during the former repurchase program, which was authorized in January 2011 and expired in January 2012.

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Related Party Transactions - Income from its non-voting revenues interest and its non-voting profits interests in EAM (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Jan. 31, 2013	Jan. 31, 2012	Jan. 31, 2013	Jan. 31, 2012
Schedule of Equity Method Investments [Line Items]
Non-voting revenues interest in EAM			$ 4,280	$ 4,251
Non-voting profits interest in EAM			347	120
Revenues and profits interests in EAM Trust	1,625	1,456	4,627	4,371
EAM Trust
Schedule of Equity Method Investments [Line Items]
Non-voting revenues interest in EAM	1,472	1,430	4,280	4,251
Non-voting profits interest in EAM	153	26	347	120
Revenues and profits interests in EAM Trust	$ 1,625	$ 1,456	$ 4,627	$ 4,371

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Consolidated Condensed Statements of Cash Flows (unaudited) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Jan. 31, 2013		Jan. 31, 2012
Cash flows from operating activities:
Net income	$ 5,095		$ 5,835
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	1,136		399
Non-voting revenues interest in EAM Trust	(4,280)		(4,251)
Non-voting profits interest in EAM Trust	(347)		(120)
Realized losses on securities available-for-sale		[1]	22	[1]
Deferred income taxes	673		3,262
Changes in operating assets and liabilities:
Unearned revenue	(1,962)		(1,262)
Reserve for settlement	(23)		(1,163)
Operating lease exit obligation	(329)		(329)
Accounts payable & accrued expenses	(206)		(1,716)
Accrued salaries	(116)		(3)
Accrued taxes on income	484		35
Prepaid and refundable income taxes	779		59
Prepaid expenses and other current assets	67		44
Accounts receivable	(309)		886
Receivable from affiliates			38
Total adjustments	(4,433)		(4,099)
Net cash provided by operating activities	662		1,736
Purchases/sales of securities classified as available-for-sale:
Maturities and sales of fixed income securities			11,196
Purchases of equity securities	(1,200)		(1,598)
Distributions received from EAM Trust	3,493		4,339
Acquisition of property and equipment	(108)		(31)
Expenditures for capitalized software	(1,546)		(2,992)
Net cash provided by investing activities	639		10,914
Cash flows from financing activities:
Purchase of treasury stock at cost	(147)		(946)
Dividends paid	(4,453)		(5,968)
Net cash used by financing activities	(4,600)		(6,914)
Net change in cash and cash equivalents	(3,299)		5,736
Cash and cash equivalents at beginning of year	12,042		6,802
Cash and cash equivalents at end of period	$ 8,743		$ 12,538

[1] This amount was reclassified from Accumulated Other Comprehensive Income in the Consolidated Condensed Balance Sheets to the Consolidated Condensed Statements of Income.

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Investments - Composition of income from securities transactions (Details 1) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended
	Jan. 31, 2013		Jan. 31, 2012		Jan. 31, 2013		Jan. 31, 2012
Investment Income, Net [Abstract]
Dividend income	$ 34		$ 19		$ 91		$ 46
Interest income	3		2		4		16
Realized losses on securities available-for-sale (1)		[1]	(18)	[1]		[1]	(22)	[1]
Other					(2)		(6)
Total income from securities transactions, net	$ 37		$ 3		$ 93		$ 34

[1] This amount was reclassified from Accumulated Other Comprehensive Income in the Consolidated Condensed Balance Sheets to the Consolidated Condensed Statements of Income.

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Organization and Summary of Significant Accounting Policies (Tables)

9 Months Ended

Jan. 31, 2013

Organization, Consolidation and Presentation Of Financial Statements [Abstract]

Schedule of fair value measurements of investments

	As of January 31, 2013
($ in thousands)	Level 1		Level 2		Level 3		Total
Cash equivalents	$	7,751	$	-	$	-	$	7,751
Securities available-for-sale		5,152		-		-		5,152
	$	12,903	$	-	$	-	$	12,903

	As of April 30, 2012
($ in thousands)	Level 1		Level 2		Level 3		Total
Cash equivalents	$	10,848	$	-	$	-	$	10,848
Securities available-for-sale		3,881		-		-		3,881
	$	14,729	$	-	$	-	$	14,729

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Investments - Components of EAM's investment management operations (Details 2) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended
	Jan. 31, 2013		Jan. 31, 2012		Jan. 31, 2013		Jan. 31, 2012
Schedule of Equity Method Investments [Line Items]
Value Line's non-voting revenues interest					$ 4,280		$ 4,251
Net income	1,747		1,844		5,095		5,835
EAM Trust
Schedule of Equity Method Investments [Line Items]
Investment management fees earned from the Value Line Funds, net of waivers shown below	3,252		3,038		9,481		9,296
12b-1 fees and other fees, net of waivers shown below	992		838		2,868		2,588
Other income	5		5		5		14
Investment management fee waivers (1)	16	[1]	179	[1]	362	[1]	636	[1]
12b-1 fees waivers (1)	545	[1]	534	[1]	1,633	[1]	1,700	[1]
Value Line's non-voting revenues interest	1,472		1,430		4,280		4,251
Net income	$ 306	[2]	$ 52	[2]	$ 694	[2]	$ 240	[2]

[1] During fiscal 2013 investment management fee waivers primarily related to the U.S. Government Money Market Fund ("USGMMF") which was merged into a third party fund, the Daily Income Fund, managed by Reich & Tang, effective October 19, 2012. The 12b-1 fee waivers related to nine of the Value Line Mutual Funds. In fiscal 2012, investment management fee waivers primarily related to the USGMMF and the 12b-1 fee waivers related to eleven of the Value Line Mutual Funds.

[2] Represents EAM's net income, after giving effect to Value Line's non-voting revenues interest, but before distributions to voting profits interest holders and to the Company in respect of its 50% non-voting profits interest.

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Variable Interest Entity (Tables)

9 Months Ended

Jan. 31, 2013

Variable Interest Entity [Abstract]

Schedule of total assets, the maximum exposure to loss, value of the assets and liabilities in EAM

			Value Line
($ in thousands)	VIE Assets			Investment in EAM Trust (1)		Liabilities		Maximum Exposure to Loss
As of January 31, 2013 (unaudited)	$	59,141		$	57,465	$	-	$	57,465
As of April 30, 2012	$	57,482		$	56,331	$	-	$	56,331

(1) Reported within Long Term Assets on the Consolidated Condensed Balance Sheets.

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Consolidated Condensed Statement of Changes in Shareholders' Equity (unaudited) (USD $) In Thousands, except Share data, unless otherwise specified	Common stock	Additional paid-in capital	Treasury Stock	Retained earnings	Accumulated Other Comprehensive income/(loss)	Total
Balance at Apr. 30, 2011	$ 1,000	$ 991	$ (444)	$ 31,644	$ 63	$ 33,254
Balance (in shares) at Apr. 30, 2011	10,000,000		(25,119)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income				5,835		5,835
Change in unrealized gains on securities, net of taxes					13	13
Purchase of treasury stock			(946)			(946)
Purchase of treasury stock (in shares)			(78,500)
Dividends declared				(5,457)		(5,457)
Balance at Jan. 31, 2012	1,000	991	(1,390)	32,022	76	32,699
Balance (in shares) at Jan. 31, 2012	10,000,000		(103,619)
Balance at Apr. 30, 2012	1,000	991	(1,390)	31,628	85	32,314
Balance (in shares) at Apr. 30, 2012	10,000,000		(103,619)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income				5,095		5,095
Change in unrealized gains on securities, net of taxes					46	46
Purchase of treasury stock			(147)			(147)
Purchase of treasury stock (in shares)			(16,330)
Dividends declared				(4,451)		(4,451)
Balance at Jan. 31, 2013	$ 1,000	$ 991	$ (1,537)	$ 32,272	$ 131	$ 32,857
Balance (in shares) at Jan. 31, 2013	10,000,000		(119,949)

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Consolidated Condensed Balance Sheets (Parentheticals) (USD $) In Thousands, except Share data, unless otherwise specified	Jan. 31, 2013	Apr. 30, 2012
Statement Of Financial Position [Abstract]
Short term investments (in dollars)	$ 7,751	$ 10,848
Allowance for doubtful accounts (in dollars)	$ 35	$ 44
Common stock, par value (in dollars per share)	$ 0.10	$ 0.10
Common stock, shares authorized	30,000,000	30,000,000
Common stock, shares issued	10,000,000	10,000,000
Treasury stock, shares	119,949	103,619	[1],[2]

[1] Includes the balance of 18,400 shares with a total average cost of $354,000 that were acquired prior to the repurchase program authorized in January 2011.

[2] Includes the balance of 85,219 shares with a total average cost of $1,036,000 that were acquired during the former repurchase program, which was authorized in January 2011 and expired in January 2012.

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Property and Equipment

9 Months Ended

Jan. 31, 2013

Property, Plant and Equipment [Abstract]

Property and Equipment:

Note 9 - Property and Equipment:

Property and equipment are carried at cost.  Depreciation and amortization are provided using the straight-line method over the estimated useful lives of the assets, or in the case of leasehold improvements, over the remaining terms of the leases.  For income tax purposes, depreciation of furniture and equipment is computed using accelerated methods and buildings and leasehold improvements are depreciated over prescribed extended tax lives. Property and equipment, net, on the Consolidated Condensed Balance Sheets was comprised of the following:

	January 31,			April 30,
($ in thousands)	2013			2012
Land	$	726		$	726
Building and leasehold improvements		7,325			7,283
Furniture and equipment		11,021			10,955
		19,072			18,964
Accumulated depreciation and amortization		(15,307	)		(15,110	)
Total property and equipment, net	$	3,765		$	3,854

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Document and Entity Information	9 Months Ended
	Jan. 31, 2013	Mar. 12, 2013
Document and Entity Information [Abstract]
Entity Registrant Name	VALUE LINE INC
Entity Central Index Key	0000717720
Trading Symbol	valu
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Current Fiscal Year End Date	--04-30
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		9,880,051
Document Type	10-Q
Document Period End Date	Jan. 31, 2013
Amendment Flag	false
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q3

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Accounting for the Costs of Computer Software Developed for Internal Use

9 Months Ended

Jan. 31, 2013

Internal Use Software [Abstract]

Accounting for the Costs of Computer Software Developed for Internal Use:

Note 10 - Accounting for the Costs of Computer Software Developed for Internal Use:

The Company has adopted the provisions of the Statement of Position 98-1 (SOP 98-1), “Accounting for the Costs of Computer Software Developed for Internal Use”.  SOP 98-1 requires companies to capitalize as long-lived assets many of the costs associated with developing or obtaining software for internal use and amortize those costs over the software’s estimated useful life in a systematic and rational manner.

The Company capitalized  $1,546,000 and $2,992,000 related to the development of software for internal use for the nine months ended January 31, 2013 and January 31, 2012, respectively, of which $1,444,000 and $1,876,000 related to development costs for  the digital production software  project and $102,000 and $1,116,000 related to a new fulfillment system, respectively.  Such costs are capitalized and amortized over the expected useful life of the asset which is approximately from 3 to 5 years.  Total amortization expenses for the nine months ended January 31, 2013 and January 31, 2012 were $937,000 and $191,000, respectively.

The new fulfillment system was placed in service on December 1, 2011.  The Company’s refreshed website, Single Sign On (“SSO”) and new e-commerce and website shopping cart were also placed in service during December 2011.  A new institutional sales website ValueLinePro.com was launched by the Company during March 2012.

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Consolidated Condensed Statements of Income (unaudited) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Jan. 31, 2013	Jan. 31, 2012	Jan. 31, 2013	Jan. 31, 2012
Revenues:
Investment periodicals and related publications	$ 7,938	$ 8,145	$ 23,793	$ 24,870
Copyright data fees	1,008	851	2,900	2,636
Total revenues	8,946	8,996	26,693	27,506
Expenses:
Advertising and promotion	1,017	622	2,916	2,731
Salaries and employee benefits	3,683	3,638	11,096	10,988
Production and distribution	1,422	1,143	4,236	3,530
Office and administration	1,736	1,770	5,085	5,278
Total expenses	7,858	7,173	23,333	22,527
Income from operations	1,088	1,823	3,360	4,979
Revenues and profits interests in EAM Trust	1,625	1,456	4,627	4,371
Income from securities transactions, net	37	3	93	34
Income before income taxes	2,750	3,282	8,080	9,384
Income tax provision	1,003	1,438	2,985	3,549
Net income	$ 1,747	$ 1,844	$ 5,095	$ 5,835
Earnings per share, basic & fully diluted (in dollars per share)	$ 0.18	$ 0.19	$ 0.52	$ 0.59
Weighted average number of common shares (in shares)	9,884,308	9,896,381	9,891,826	9,930,225

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Supplementary Cash Flow Information

9 Months Ended

Jan. 31, 2013

Supplemental Cash Flow Elements [Abstract]

Supplementary Cash Flow Information:

Note 4 - Supplementary Cash Flow Information:

	Nine Months Ended January 31,
($ in thousands)	2013			2012
State and local income tax payments	$	(20	)	$	(84	)
Federal income tax payments to the Parent	$	(1,030	)	$	(245	)

See Note 7-Related Party Transactions for amounts associated with the Parent.

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Variable Interest Entity

9 Months Ended

Jan. 31, 2013

Variable Interest Entity [Abstract]

Variable Interest Entity

Note 3 - Variable Interest Entity

The Company retained a non-voting revenues interest and a 50% non-voting profits interest in EAM, which was formed to carry on the asset management and mutual fund distribution businesses formerly conducted by the Company. EAM is considered to be a VIE. The Company makes its determination for consolidation of EAM as a VIE based on a qualitative assessment of the purpose and design of EAM, the terms and characteristics of the variable interests in EAM, and the risks EAM is designed to originate and pass through to holders of variable interests. Other than EAM, the Company does not have an interest in any other VIEs.

The Company has determined that it does not have a controlling financial interest in EAM because it does not have the power to direct the activities of EAM that most significantly impact its economic performance. Value Line does not hold any voting stock of EAM and it does not have any involvement in the day-to-day activities or operations of EAM. Although the EAM Trust Agreement provides Value Line with certain consent rights and contains certain restrictive covenants related to the activities of EAM, these are considered to be protective rights and therefore Value Line does not maintain control over EAM.

In addition, although EAM is expected to be profitable, there is a risk that it could operate at a loss. While all of the profit interest shareholders in EAM are subject to variability based on EAM’s operations risk, Value Line’s non-voting revenues interest in EAM is a preferred interest in the revenues of EAM, rather than a profits interest in EAM, and Value Line accordingly believes it is subject to proportionately less risk than other holders of the profits interests.

The Company has not provided any explicit or implicit financial or other support to EAM other than what was contractually agreed to in the EAM Trust Agreement. Value Line has no obligation to fund EAM in the future and, as a result, has no exposure to loss beyond its initial investment and any undistributed revenues and profits interests retained in EAM. The following table presents the total assets of EAM, the maximum exposure to loss due to involvement with EAM, as well as the value of the assets and liabilities the Company has recorded on its Consolidated Condensed Balance Sheets for its interest in EAM.

			Value Line
($ in thousands)	VIE Assets			Investment in EAM Trust (1)		Liabilities		Maximum Exposure to Loss
As of January 31, 2013 (unaudited)	$	59,141		$	57,465	$	-	$	57,465
As of April 30, 2012	$	57,482		$	56,331	$	-	$	56,331

(1) Reported within Long Term Assets on the Consolidated Condensed Balance Sheets.

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Investments (Tables)

9 Months Ended

Jan. 31, 2013

Investments, Debt and Equity Securities [Abstract]

Schedule of carrying value and fair value of securities available-for-sale

The carrying value and fair value of securities available-for-sale at January 31, 2013 were as follows:

($ in thousands)	Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Common stocks	$	103	$	19	$	(11	)	$	111
ETFs - equities		2,969		419		-			3,388
Inverse ETFs - equities		1,878		-		(225	)		1,653
	$	4,950	$	438	$	(236	)	$	5,152

The carrying value and fair value of securities available-for-sale at April 30, 2012 were as follows:

($ in thousands)	Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Common stocks	$	103	$	14	$	(5	)	$	112
ETFs - equities		2,257		201		(5	)		2,453
Inverse ETFs - equities		1,389		-		(73	)		1,316
	$	3,749	$	215	$	(83	)	$	3,881

Schedule of income from securities transactions

	Three Months Ended January 31,					Nine Months Ended January 31,
($ in thousands)	2013		2012			2013			2012
Dividend income	$	34	$	19		$	91		$	46
Interest income		3		2			4			16
Realized losses on securities available-for- sale (1)		-		(18	)		-			(22	)
Other		-		-			(2	)		(6	)
Total income from securities transactions, net	$	37	$	3		$	93		$	34

(1) This amount was reclassified from Accumulated Other Comprehensive Income in the Consolidated Condensed Balance Sheets to the Consolidated Condensed Statements of Income.

Schedule of components of EAM's investment management operations

	Three Months Ended January 31,				Nine Months Ended January 31,
($ in thousands) (unaudited)	2013		2012		2013		2012
Investment management fees earned from the Value Line Funds, net of waivers shown below	$	3,252	$	3,038	$	9,481	$	9,296
12b-1 fees and other fees, net of waivers shown below	$	992	$	838	$	2,868	$	2,588
Other income	$	5	$	5	$	5	$	14
Investment management fee waivers (1)	$	16	$	179	$	362	$	636
12b-1 fee waivers (1)	$	545	$	534	$	1,633	$	1,700
Value Line’s non-voting revenues interest	$	1,472	$	1,430	$	4,280	$	4,251
EAM’s net income (2)	$	306	$	52	$	694	$	240

(1) During fiscal 2013 investment management fee waivers primarily related to the U.S. Government Money Market Fund (“USGMMF”) which was merged into a third party fund, the Daily Income Fund, managed by Reich & Tang, effective October 19, 2012. The 12b-1 fee waivers related to nine of the Value Line Mutual Funds. In fiscal 2012, investment management fee waivers primarily related to the USGMMF and the 12b-1 fee waivers related to eleven of the Value Line Mutual Funds.

(2) Represents EAM’s net income, after giving effect to Value Line’s non-voting revenues interest, but before distributions to voting profits interest holders and to the Company in respect of its 50% non-voting profits interest.

Schedule of assets and liabilities

		January 31,			April 30,
($ in thousands)		2013			2012
	(unaudited)
EAM’s total assets		$	59,141		$	57,482
EAM’s total liabilities (1)			(2,664	)		(663	)
EAM’s total equity		$	56,477		$	56,819

(1) At January 31, 2013, EAM’s total liabilities included a payable to VLI for its accrued non-voting revenues and non-voting profits interests of $1,588,000.

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Treasury Stock and Repurchase Program

9 Months Ended

Jan. 31, 2013

Treasury Stock [Abstract]

Treasury Stock and Repurchase Program:

Note 11 - Treasury Stock and Repurchase Program:

On January 20, 2011, the Company’s Board of Directors approved the repurchase of shares of the Company’s common stock up to an aggregate purchase amount of $3,200,000.  The repurchase program expired on January 15, 2012 and was not renewed by the Company’s Board of Directors.

On September 19, 2012, the Company’s Board of Directors approved the repurchase of shares of the Company’s common stock, at such times and prices as management determined to be advisable up to an aggregate purchase amount of $3,000,000.

Treasury stock, at cost, consists of the following:

(in thousands except for shares and cost per share)	Shares		Total Average Cost Assigned		Average Cost per Share		Aggregate Purchase Price Remaining Under the Program
Balance as of April 30, 2012 (1)(2)		103,619	$	1,390	$	13.41	$	-
Purchases effected in open market during the quarters ended :
October 31, 2012		3,440		30		8.84	$	2,970
January 31, 2013		12,890		117		9.11	$	2,853
Balance as of January 31, 2013		119,949	$	1,537	$	12.81

(1) Includes the balance of 18,400 shares with a total average cost of $354,000 that were acquired prior to the repurchase program authorized in January 2011.

(2) Includes the balance of 85,219 shares with a total average cost of $1,036,000 that were acquired during the former repurchase program, which was authorized in January 2011 and expired in January 2012.

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Related Party Transactions

9 Months Ended

Jan. 31, 2013

Related Party Transactions [Abstract]

Related Party Transactions:

Note 7 - Related Party Transactions:

Investment Management (overview):

On December 23, 2010, the Company deconsolidated its asset management and mutual fund distribution businesses and its interest in these businesses was restructured as a non-voting revenues and non-voting profits interests in EAM. Accordingly, the Company no longer reports this operation as a separate business segment, although it still maintains a significant interest in the cash flows generated by this business and will receive non-voting revenues and non-voting profits interests going forward, as discussed below. Total assets in the Value Line Funds managed and/or distributed by EAM at January 31, 2013, were $2.13 billion, 2.6% above total assets of $2.08 billion in the Value Line Funds managed by EAM at January 31, 2012. The increase is a result of net appreciation in equity assets under management partially offset by redemptions within the funds.  

At the Value Line Mutual Funds shareholder meeting held on December 15, 2011, the Convertible Fund shareholders approved the merger of the Value Line Convertible Fund into the Value Line Income and Growth Fund, effective December 16, 2011.  The Value Line Convertible Fund had approximately $20 million in assets under management as of December 16, 2011.  On May 18, 2012, the Value Line New York Tax Exempt Trust ($15 million) combined into the Value Line Tax Exempt Fund ($90 million).  The combination offers many benefits for fund shareholders as described in the fund’s proxy materials.

The USGMMF in accordance with a plan approved by the Fund Board merged into a third party fund, the Daily Income Fund, managed by Reich & Tang Asset Management LLC ("Reich & Tang"), effective October 19, 2012.  Final documentation was approved at the fund board meeting held during June 2012.  EAM distributes the Daily Income Fund on behalf of Reich & Tang and maintains the shareholder accounts on behalf of the Value Line Funds shareholders who invest in the Daily Income Fund, but EAM is no longer subsidizing the expenses of the money market fund resulting from the low interest rate economic environment.  In addition, the merger of the USGMMF eliminated the cost of administration and fund accounting.

At the September 2012 meeting, the Funds' Board approved a change in the strategy of the Value Line Aggressive Income Trust and a name change to the Value Line Core Bond Fund effective December 10, 2012. In doing so, the Value Line Funds now have a core bond fund offering that still meets the fundamental investment objectives of the Aggressive Income Trust, which is maximization of current income with a secondary objective of capital appreciation, yet have broader appeal and a larger pool of investors to attract assets. Such assets may include existing shareholders of other Value Line Funds as shareholders redeem equities.

At the December 2012 meeting, the Funds’ Board approved a merger of the Value Line U.S. Government Securities Fund into the Value Line Core Bond Fund. The merger is scheduled to take place in March 2013, pending shareholder approval. This would create a core bond fund with over $100 million in assets, a critical threshold for many institutional money managers. At the same meeting, the Funds’ board approved a name change to the Value Line Emerging Opportunities Fund to Value Line Small Cap Opportunities Fund. By changing the name, the strategy of the fund and correct category is clearly defined for investors.

The non-voting revenues and 90% of the Company’s non-voting profits interests due from EAM to the Company are payable each quarter under the provisions of the EAM Trust Agreement. The distributable amounts earned through the balance sheet date, which is included in the Investment in EAM Trust on the Consolidated Condensed Balance Sheets, and not yet paid, were $1,588,000 and $497,000 at January 31, 2013 and April 30, 2012, respectively.

EAM Trust - VLI’s non-voting revenues and non-voting profits interests:

The Company holds non-voting revenues and non-voting profits interests in EAM which entitle the Company to receive from EAM an amount ranging from 41% to 55% of EAM’s investment management fee revenues from its mutual fund and separate accounts business. EAM currently has no separately managed account clients. During the period from December 23, 2010 until May 28, 2011, EAM occupied a portion of the premises that the Company leases from a third party. The Company received $44,000 for the month of May, 2011 for rent and certain accounting and other administrative support services provided to EAM on a transitional basis during such period. The Company recorded income from its non-voting revenues interest and its non-voting profits interests in EAM as follows:

	Three Months Ended January 31,				Nine Months Ended January 31,
($ in thousands)	2013		2012		2013		2012
Non-voting revenues interest in EAM	$	1,472	$	1,430	$	4,280	$	4,251
Non-voting profits interest in EAM		153		26		347		120
	$	1,625	$	1,456	$	4,627	$	4,371

Transactions with Parent:

During the nine months ended January 31, 2013 and January 31, 2012, the Company was reimbursed $138,000 and $167,000, respectively, for payments it made on behalf of and for services the Company provided to the Parent. There were no Receivables from affiliates or receivables from the Parent on the Consolidated Condensed Balance Sheets at January 31, 2013 and April 30, 2012.

The Company is a party to a tax-sharing arrangement with the Parent which allocates the tax liabilities of the two Companies between them. The Company made $1,030,000 and $245,000 of federal tax payments to the Parent during the nine months ended January 31, 2013 and January 31, 2012, respectively. Prepaid and refundable income taxes on the Consolidated Condensed Balance Sheets included $0 and $530,000 of prepaid federal income tax due from the Parent at January 31, 2013 and April 30, 2012, respectively.

From time to time, the Parent has purchased additional shares of common stock of the Company in the market when and as the Parent has determined it to be appropriate. The Parent may make additional purchases of common stock of the Company from time to time in the future. As of January 31, 2013, the Parent owned approximately 87.4% of the outstanding shares of common stock of the Company.

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Employees' Profit Sharing and Savings Plan

9 Months Ended

Jan. 31, 2013

Compensation Related Costs [Abstract]

Employees' Profit Sharing and Savings Plan:

Note 5 - Employees’ Profit Sharing and Savings Plan:

Substantially all employees of the Company and its subsidiaries are members of the Value Line, Inc. Profit Sharing and Savings Plan (the “Plan”). In general, this is a qualified, contributory plan which provides for a discretionary annual Company contribution which is determined by a formula based on the salaries of eligible employees and the amount of consolidated net operating income as defined in the Plan. For the nine months ended January 31, 2013 and January 31, 2012, the estimated profit sharing plan contribution, which is included as an expense in salaries and employee benefits in the Consolidated Condensed Statements of Income, was $175,000 and $337,000, respectively.

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Comprehensive Income

9 Months Ended

Jan. 31, 2013

Comprehensive Income (Loss) Note [Abstract]

Comprehensive Income:

Note 6 - Comprehensive Income:

The FASB’s ASC Comprehensive Income topic requires the reporting of comprehensive income in addition to net income from operations. Comprehensive income is a more inclusive financial reporting methodology that includes disclosure of certain financial information that otherwise would not be recognized in the calculation of net income.

In May 2012, the Company adopted the provisions of Accounting Standards Update 2011-05 to reflect comprehensive income in two statements which include the components of net income and total net income in the first statement, immediately followed by a financial statement that presents the components of other comprehensive income, a total for other comprehensive income and a total for comprehensive income.

As of January 31, 2013, and January 31, 2012, the Company held equity securities consisting primarily of ETFs and select common stock holdings of blue chip companies with a concentration on large capitalization companies with high relative dividend yields that are classified as securities available-for-sale on the Consolidated Condensed Balance Sheets. Additionally, as of January 31, 2013, and January 31, 2012, the Company held non-leveraged ETFs, classified as securities available-for-sale, whose performance inversely corresponds to the market value changes of investments in other ETF securities held in the equity portfolio for dividend yield. The change in valuation of these securities, net of deferred income taxes, has been recorded in accumulated other comprehensive income in the Company’s Consolidated Condensed Balance Sheets.

The components of comprehensive income included in the Consolidated Condensed Statements of Income and Changes in Shareholders’ Equity for the nine months ended January 31, 2013 are as follows:

($ in thousands)		Amount Before Tax		Tax Expense			Tax Benefit		Amount Net of Tax
Change in unrealized gains on securities	$	70	$	(78	)	$	54	$	46
	$	70	$	(78	)	$	54	$	46

The components of comprehensive loss that are included in the Consolidated Condensed Statements of Income and Changes in Shareholders’ Equity for the nine months ended January 31, 2012 are as follows:

($ in thousands)	Amount Before Tax			Tax Expense			Tax Benefit		Amount Net of Tax
Change in unrealized losses on securities	$	(1	)	$	-		$	-	$	(1	)
Add: Losses realized in net income		22			(8	)		-		14
	$	21		$	(8	)	$	-	$	13

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Federal, State and Local Income Taxes

9 Months Ended

Jan. 31, 2013

Income Tax Disclosure [Abstract]

Federal, State and Local Income Taxes:

Note 8 - Federal, State and Local Income Taxes:

In accordance with the requirements of the Income Tax Topic of the FASB’s ASC, the Company’s provision for income taxes includes the following:

	Three Months Ended January 31,				Nine Months Ended January 31,
($ in thousands)	2013		2012		2013		2012
Current tax expense (benefit):
Federal	$	727	$	414	$	2,054	$	371
State and local		156		131		258		(84	)
		883		545		2,312		287
Deferred tax expense (benefit):
Federal		97		448		533		2,784
State and local		23		445		140		478
		120		893		673		3,262
Income tax provision:	$	1,003	$	1,438	$	2,985	$	3,549

Deferred income taxes are provided for temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities. The tax effect of temporary differences giving rise to the Company’s deferred tax asset and deferred tax liability are as follows:

($ in thousands)	January 31, 2013			April 30, 2012
Federal tax benefit (liability):
Net operating loss	$	-		$	126
Unrealized gains on securities available-for-sale		(71	)		(46	)
Operating lease exit obligation		51			153
Deferred professional fees		75			80
Deferred charges		222			76
Total federal tax benefit		277			389
State and local tax benefits:
Net operating loss		-			15
Other		43			38
Total state and local tax benefits		43			53
Deferred tax asset, short term	$	320		$	442

	January 31,			April 30,
($ in thousands)	2013			2012
Federal tax liability (benefit):
Deferred gain on deconsolidation of EAM	$	17,679		$	17,679
Deferred non-cash post-employment compensation		(619	)		(619	)
Depreciation and amortization		1,400			1,032
Other		217			120
Total federal tax liability		18,677			18,212
State and local tax liabilities (benefits):
Deferred gain on deconsolidation of EAM		2,185			2,182
Deferred non-cash post-employment compensation		(76	)		(76	)
Depreciation and amortization		173			127
Deferred professional fees		(10	)		(21	)
Total state and local tax liabilities		2,272			2,212
Deferred tax liability, long term	$	20,949		$	20,424

The Company’s net operating loss carryforward from fiscal 2012 of approximately $360,000 was fully utilized during the nine months ended January 31, 2013.  The tax effect of temporary differences giving rise to the Company’s long term deferred tax liability is primarily a result of the federal, state, and local taxes related to the $50,510,000 gain from deconsolidation of the Company’s asset management and mutual fund distribution subsidiaries, partially offset by the long term tax benefit related to the non-cash post-employment compensation of $1,770,000 granted to VLI’s former employee.

At the end of each interim reporting period, the Company estimates the effective income tax rate to apply for the full year. The Company uses the effective income tax rate determined to provide for income taxes on a year-to-date basis and reflects the tax effect of any tax law changes and certain other discrete events in the period in which they occur.

The overall effective income tax rate, as a percentage of pre-tax ordinary income for the nine months ended January 31, 2013 and 2012 was 36.94% and 37.82%, respectively. The annual effective tax rate changed during fiscal 2013 due to a number of factors including but not limited to an increase or decrease in the ratio of items that do not have tax consequences to pre-tax income, the Company’s geographic profit mix between tax jurisdictions, new tax laws, new interpretations of existing tax laws and rulings by and settlements with tax authorities.  The fluctuation in the effective income tax rate is attributable to prior fiscal year offset by a higher percentage of income subject to state and local taxes during the current fiscal year, to the recognition of the domestic production tax credits and an increase in the dividends received deduction during the current fiscal year offset by a higher percentage of income subject to state and local taxes.

The provision for income taxes differs from the amount of income tax determined by applying the applicable U.S. statutory income tax rate to pretax income as a result of the following:

	Nine Months Ended January 31,
	2013			2012
U.S. statutory federal rate		35.00	%		35.00	%
Increase (decrease) in tax rate from:
State and local income taxes, net of federal income tax benefit		2.78	%		2.73	%
Effect of dividends received deductions		-0.26	%		-0.11	%
Domestic production tax credit		-0.58	%		-
Other, net		-			0.20	%
Effective income tax rate		36.94	%		37.82	%

The Company believes that, as of January 31, 2013, there were no material uncertain tax positions that would require disclosure under GAAP.

The Company is included in the consolidated federal income tax return of the Parent.  The Company has a tax sharing agreement which requires it to make tax payments to the Parent equal to the Company’s liability/(benefit) as if it filed a separate return.

The Company’s federal income tax returns (included in the Parent’s consolidated returns) and state and city tax returns for fiscal years 2009, 2010, and 2011 were subject to examination by the tax authorities, generally for three years after they were filed with the tax authorities.  In February 2012, the Internal Revenue Service concluded its examination of the Company’s federal income tax returns through the fiscal year 2010, which resulted in no changes that had any adverse effect on the Company’s financial statements.

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Investments - Carrying value and fair value of securities available-for-sale (Details) (USD $) In Thousands, unless otherwise specified	Jan. 31, 2013	Apr. 30, 2012
Schedule of Available-for-sale Securities [Line Items]
Cost	$ 4,950	$ 3,749
Gross Unrealized Gains	438	215
Gross Unrealized Losses	(236)	(83)
Fair Value	5,152	3,881
Common stocks
Schedule of Available-for-sale Securities [Line Items]
Cost	103	103
Gross Unrealized Gains	19	14
Gross Unrealized Losses	(11)	(5)
Fair Value	111	112
ETFs - equities
Schedule of Available-for-sale Securities [Line Items]
Cost	2,969	2,257
Gross Unrealized Gains	419	201
Gross Unrealized Losses		(5)
Fair Value	3,388	2,453
Inverse ETFs - equities
Schedule of Available-for-sale Securities [Line Items]
Cost	1,878	1,389
Gross Unrealized Gains
Gross Unrealized Losses	(225)	(73)
Fair Value	$ 1,653	$ 1,316

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Federal, State and Local Income Taxes (Detail Textuals) (USD $)	9 Months Ended
	Jan. 31, 2013	Jan. 31, 2012
Income Tax Disclosure [Abstract]
Net operating loss carryforward	$ 360,000
Gain from deconsolidation of the company's asset management and mutual fund distribution subsidiaries	50,510,000
Deferred non-cash postemployment compensation granted to VLI's former employee	$ 1,770,000
Effective income tax rate	36.94%	37.82%

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Organization and Summary of Significant Accounting Policies (Policies)

9 Months Ended

Jan. 31, 2013

Organization, Consolidation and Presentation Of Financial Statements [Abstract]

Use of Estimates:

Use of Estimates:

The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results may differ from those estimates.

Principles of Consolidation:

Principles of Consolidation:

The Company follows the guidance in the Financial Accounting Standards Board’s (“FASB”) Topic 810 “Consolidation” to determine if it should consolidate its investment in a variable interest entity (“VIE”). A VIE is a legal entity in which either (i) equity investors do not have sufficient equity investment at risk to enable the entity to finance its activities independently or (ii) the equity holders at risk lack the obligation to absorb losses, the right to receive residual returns or the right to make decisions about the entity’s activities that most significantly affect the entity’s economic performance. A holder of a variable interest in a VIE is required to consolidate the entity if it is determined that it has a controlling financial interest in the VIE and is therefore the primary beneficiary. The determination of a controlling financial interest in a VIE is based on a qualitative assessment to identify the variable interest holder, if any, that has (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance, and (ii) either the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the VIE.  The accounting guidance requires the Company to perform an ongoing assessment of whether the Company is the primary beneficiary of a VIE and the Company has determined it is not the primary beneficiary of a VIE (see Note 3).

In accordance with FASB’s Topic 810, the assets, liabilities, and results of operations of subsidiaries in which the Company has a controlling interest have been consolidated. All significant intercompany accounts and transactions have been eliminated in consolidation. On December 23, 2010, the Company completed the deconsolidation of the investment management related affiliates (the “Restructuring Transaction”) in accordance with FASB’s Topic 810. As part of the Restructuring Transaction, the Company received a significant non-voting revenues interest (excluding distribution revenues) and a non-voting profits interest in the new entity, EULAV Asset Management, a Delaware statutory trust (“EAM” or “EAM Trust”). The Company relied on the guidance in FASB’s ASC Topics 323 and 810 in its determination not to consolidate its investment in EAM and to account for such investment under the equity method of accounting. The Company reports the amount it receives for its non-voting revenues and non-voting profits interests as a separate line item below operating income in the Consolidated Condensed Statements of Income.

Revenue Recognition:

Revenue Recognition:

Depending upon the product, subscription fulfillment for Value Line periodicals and related publications is available in print or digitally, via internet access. The length of a subscription varies by product and offer received by the subscriber. Generally, subscriptions are offered as annual subscriptions. Subscription revenues, net of discounts, are recognized ratably on a straight line basis when the product is served to the client over the life of the subscription. Accordingly, the amount of subscription fees to be earned by fulfilling subscriptions after the date of the balance sheets are shown as unearned revenue within current and long term liabilities.

Copyright data revenues are derived from providing certain Value Line trademarks and the Value Line Proprietary Ranking System information to third parties under written agreements for use in selecting securities for third party marketed products, including unit investment trusts, annuities and exchange traded funds (“ETFs”). The Company earns asset-based copyright data fees as specified in the individual agreements. Revenue is recognized monthly over the term of the agreement and, because it is asset-based, will fluctuate as the market value of the underlying portfolio increases or decreases in value.

Investment in Unconsolidated Entities:

Investment in Unconsolidated Entities:

The Company accounts for its investment in its unconsolidated entity, EAM, using the equity method of accounting in accordance with FASB’s ASC 323. The equity method is an appropriate means of recognizing increases or decreases measured by GAAP in the economic resources underlying the investments. Under the equity method, an investor recognizes its share of the earnings or losses of an investee in the periods for which they are reported by the investee in its financial statements rather than in the period in which an investee declares a dividend or distribution. An investor adjusts the carrying amount of an investment for its share of the earnings or losses recognized by the investee.

The Company’s “interests” in EAM, the investment adviser to and the sole member of the distributor of the Value Line Funds, consist of a “non-voting revenues interest” and a “non-voting profits interest” in EAM as defined in the EAM Declaration of Trust dated as of December 23, 2010 (the “EAM Trust Agreement”). The business of EAM is managed by its trustees each owning 20% of the voting profits interest of EAM and by its officers subject to the direction of the trustees. The non-voting revenues interest (“Revenues Interest”) entitles the Company to receive a range of 41% to 55%, based on the amount of EAM’s adjusted gross revenues, excluding distribution revenues from EULAV Securities, the distributor of the Value Line Funds (“ES”). The non-voting profits interest (“Profits Interest”) entitles the Company to receive 50% of EAM’s profits, subject to certain limited adjustments as defined in the EAM Trust Agreement. The Revenues Interest and at least 90% of the Profits Interest are to be distributed each quarter to all interest holders of EAM, including Value Line.  The Company’s Revenues Interest in EAM excludes participation in the service and distribution fees of EAM’s subsidiary, ES.  The Company's Revenues Interest in EAM excludes participation in the service and distribution fees of EAM's subsidiary, ES.  The Company reflects its non-voting revenues and non-voting profits interests in EAM as non-operating income under the equity method of accounting.  Although the Company does not have control over the operating and financial policies of EAM, pursuant to the EAM Trust Agreement, the Company has a contractual right to receive its share of EAM's revenues and profits.

The management fees and average daily net assets for the Value Line Funds are calculated by State Street Bank, which serves as the fund accountant, fund administrator, and custodian of the Value Line Funds.

Service and distribution fees are received by the distributor from the Value Line Funds in accordance with service and distribution plans under rule 12b-1 of the Investment Company Act of 1940 on a monthly basis and are calculated based upon the average daily net assets of the respective Fund in accordance with each Fund’s prospectus. These plans are compensation plans, which means that the distributor’s fees under these plans are payable without regard to actual expenses incurred by the distributor, and therefore the distributor may earn a profit under the plan.

The Value Line Funds are open-end management companies registered under the Investment Company Act of 1940 (the “1940 Act”). Shareholder transactions for the Value Line Funds are processed each business day by the third party transfer agent of the Funds. Shares can be redeemed without advance notice upon request of the shareowners each day that the New York Stock Exchange is open.

Valuation of Securities:

Valuation of Securities:

The Company’s securities classified as cash equivalents and available-for-sale consist of shares of money market funds that invest primarily in short-term U.S. Government securities, investments in ETFs, shares of equity securities in various publicly traded companies and bank certificates of deposits and are valued in accordance with the requirements of the Fair Value Measurements Topic of the FASB’s ASC 820. The securities classified available-for-sale reflected in the Consolidated Condensed Balance Sheets are valued at market and unrealized gains and losses, net of applicable taxes, are reported as a separate component of shareholders’ equity. Realized gains and losses on sales of the securities classified as available-for-sale are recorded in earnings as of the trade date and are determined on the identified cost method.

The Company classifies its securities available-for-sale as current assets to properly reflect its liquidity and to recognize the fact that it has liquid assets available-for-sale should the need arise.

Market valuations of securities listed on a securities exchange and ETF shares are based on the closing sales prices on the last business day of each month. The market value of the Company’s fixed maturity U.S. Government debt securities is determined utilizing publicly quoted market prices. Cash equivalents consist of investments in money market funds that invest primarily in U.S. Government securities valued in accordance with rule 2a-7 under the 1940 Act.

The Fair Value Measurements Topic of FASB’s ASC defines fair value as the price that the Company would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market for the investment. The Fair Value Measurements Topic established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the information that market participants would use in pricing the asset or liability, including assumptions about risk. Examples of risks include those inherent in a particular valuation technique used to measure fair value such as the risk inherent in the inputs to the valuation technique. Inputs are classified as observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the factors market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.

The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

Level 1 – quoted prices in active markets for identical investments

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Level 3 – significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments)

The following summarizes the levels of fair value measurements of the Company’s investments:

	As of January 31, 2013
($ in thousands)	Level 1		Level 2		Level 3		Total
Cash equivalents	$	7,751	$	-	$	-	$	7,751
Securities available-for-sale		5,152		-		-		5,152
	$	12,903	$	-	$	-	$	12,903

	As of April 30, 2012
($ in thousands)	Level 1		Level 2		Level 3		Total
Cash equivalents	$	10,848	$	-	$	-	$	10,848
Securities available-for-sale		3,881		-		-		3,881
	$	14,729	$	-	$	-	$	14,729

The Company had no other financial instruments such as futures, forwards and swap contracts. For the periods ended January 31, 2013 and April 30, 2012, there were no Level 2 nor Level 3 investments. The Company does not have any liabilities subject to fair value measurement.

Advertising expenses:

Advertising expenses:

The Company expenses advertising costs as incurred.

Income Taxes:

Income Taxes:

The Company computes its income tax provision in accordance with the Income Tax Topic of the FASB’s ASC. Deferred tax liabilities and assets are recognized for the expected future tax consequences of events that have been reflected in the Consolidated Condensed Financial Statements. Deferred tax liabilities and assets are determined based on the differences between the book values and the tax bases of particular assets and liabilities, using tax rates currently in effect for the years in which the differences are expected to reverse.

The Income Tax Topic of the FASB’s ASC establishes for all entities, a minimum threshold for financial statement recognition of the benefit of positions taken in filing tax returns (including whether an entity is taxable in a particular jurisdiction), and requires certain expanded tax disclosures. As of January 31, 2013, management has reviewed the tax positions for the years still subject to tax audit under the statute of limitations, evaluated the implications, and determined that there is no material impact to the Company’s financial statements.

Earnings per share:

Earnings per share:

Earnings per share are based on the weighted average number of shares of common stock and common stock equivalents outstanding during each period. Any shares that are reacquired during the period are weighted for the portion of the period that they are outstanding. The Company does not have any potentially dilutive common shares from outstanding stock options, warrants, restricted stock, or restricted stock units.

Cash and Cash Equivalents:

Cash and Cash Equivalents:

For purposes of the Consolidated Condensed Statements of Cash Flows, the Company considers all cash held at banks and short term liquid investments with an original maturity of less than three months to be cash and cash equivalents. As of January 31, 2013 and April 30, 2012, cash equivalents included $7,751,000 and $10,848,000, respectively, for amounts invested in savings accounts at large commercial banks, held as bank certificates of deposits, and investments in money market mutual funds that invest in short term U.S. government securities.

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Comprehensive Income (Tables)

9 Months Ended

Jan. 31, 2013

Comprehensive Income (Loss) Note [Abstract]

Schedule of components of comprehensive income included in the consolidated condensed statements of income and changes in shareholders' equity

The components of comprehensive income included in the Consolidated Condensed Statements of Income and Changes in Shareholders’ Equity for the nine months ended January 31, 2013 are as follows:

($ in thousands)		Amount Before Tax		Tax Expense			Tax Benefit		Amount Net of Tax
Change in unrealized gains on securities	$	70	$	(78	)	$	54	$	46
	$	70	$	(78	)	$	54	$	46

The components of comprehensive loss that are included in the Consolidated Condensed Statements of Income and Changes in Shareholders’ Equity for the nine months ended January 31, 2012 are as follows:

($ in thousands)	Amount Before Tax			Tax Expense			Tax Benefit		Amount Net of Tax
Change in unrealized losses on securities	$	(1	)	$	-		$	-	$	(1	)
Add: Losses realized in net income		22			(8	)		-		14
	$	21		$	(8	)	$	-	$	13

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Federal, State and Local Income Taxes - Tax effect of temporary differences in deferred tax asset and deferred tax liability (Details 1) (USD $) In Thousands, unless otherwise specified	Jan. 31, 2013	Apr. 30, 2012
Deferred Tax Assets and Liabilities [Line Items]
Total federal, state and local tax benefits	$ 320	$ 442
Deferred gain on deconsolidation of EAM	50,510
Deferred non-cash postemployment compensation	1,770
Deferred tax liability, long-term	20,949	20,424
Federal Tax Benefit (Liability)
Deferred Tax Assets and Liabilities [Line Items]
Net operating loss		126
Unrealized gains on securities available-for-sale	(71)	(46)
Operating lease exit obligation	51	153
Deferred professional fees	75	80
Deferred charges	222	76
Total federal, state and local tax benefits	277	389
Deferred gain on deconsolidation of EAM	17,679	17,679
Deferred non-cash postemployment compensation	(619)	(619)
Depreciation and amortization	1,400	1,032
Other	217	120
Deferred tax liability, long-term	18,677	18,212
State and Local Tax Liability (Benefit)
Deferred Tax Assets and Liabilities [Line Items]
Net operating loss		15
Other	43	38
Total federal, state and local tax benefits	43	53
Deferred gain on deconsolidation of EAM	2,185	2,182
Deferred non-cash postemployment compensation	(76)	(76)
Depreciation and amortization	173	127
Deferred professional fees	(10)	(21)
Deferred tax liability, long-term	$ 2,272	$ 2,212

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Variable Interest Entity (Detail textuals)	9 Months Ended
	Jan. 31, 2013
Variable Interest Entity [Abstract]
Non-voting profits interest in EAM	50.00%

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Consolidated Condensed Statements of Comprehensive Income (unaudited) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Jan. 31, 2013	Jan. 31, 2012	Jan. 31, 2013	Jan. 31, 2012
Statement Of Other Comprehensive Income [Abstract]
Net income	$ 1,747	$ 1,844	$ 5,095	$ 5,835
Other comprehensive income, net of tax:
Change in unrealized gains on securities, net of taxes	19	43	46	13
Other comprehensive income	19	43	46	13
Comprehensive income	$ 1,766	$ 1,887	$ 5,141	$ 5,848

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Investments

9 Months Ended

Jan. 31, 2013

Investments, Debt and Equity Securities [Abstract]

Investments:

Note 2 - Investments:

Securities Available-for-Sale:

Investments held by the Company and its subsidiaries are classified as securities available-for-sale in accordance with FASB’s ASC 320, Investments - Debt and Equity Securities. All of the Company’s securities classified as available-for-sale were readily marketable and had a maturity of twelve months or less and are classified as current assets on the Consolidated Condensed Balance Sheets.

Equity Securities:

Equity securities classified as available-for-sale, consist of investments in common stocks, ETFs that attempt to replicate the performance of certain equity indexes, ETFs that attempt to replicate the inverse of the price performance of certain equity indexes and ETFs that hold preferred shares primarily of financial institutions. As of January 31, 2013 and April 30, 2012, the Company held equity securities consisting primarily of ETFs and select common stock holdings of blue chip companies with a concentration on large capitalization companies with high relative dividend yields, all classified as securities available-for-sale on the Consolidated Condensed Balance Sheets. Additionally, as of January 31, 2013 and April 30, 2012, the Company held non-leveraged ETFs, classified as securities available-for-sale, whose performance inversely corresponds to the market value changes of investments in other ETF securities held in the equity portfolio for dividend yield.

As of January 31, 2013 and April 30, 2012, the aggregate cost of the equity securities classified as available-for-sale, which consist of investments in the iShares Dow Jones Select Dividend Index (DVY), SPDR S&P Dividend (SDY), First Trust Value Line Dividend Index (FVD), PowerShares Financial Preferred (PGF), certain common shares of equity securities and inverse equity index ETFs, was $4,950,000 and $3,749,000, respectively, and the fair value was $5,152,000 and $3,881,000, respectively.

There were no sales or proceeds from sales of equity securities during the nine months ended January 31, 2013 and January 31, 2012. The increases in gross unrealized gains on equity securities classified as available-for-sale of $70,000, net of deferred taxes of $24,000, were included in Shareholders’ Equity at January 31, 2013. The increases in gross unrealized gains on equity securities classified as available-for-sale of $12,000, net of deferred taxes of $4,000, were included in Shareholders’ Equity at January 31, 2012.

The carrying value and fair value of securities available-for-sale at January 31, 2013 were as follows:

($ in thousands)	Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Common stocks	$	103	$	19	$	(11	)	$	111
ETFs - equities		2,969		419		-			3,388
Inverse ETFs - equities		1,878		-		(225	)		1,653
	$	4,950	$	438	$	(236	)	$	5,152

The carrying value and fair value of securities available-for-sale at April 30, 2012 were as follows:

($ in thousands)	Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Common stocks	$	103	$	14	$	(5	)	$	112
ETFs - equities		2,257		201		(5	)		2,453
Inverse ETFs - equities		1,389		-		(73	)		1,316
	$	3,749	$	215	$	(83	)	$	3,881

Government Debt Securities (Fixed Income Securities):

Fixed income securities consist of government debt securities issued by the United States federal government. There were no fixed income securities as of January 31, 2013 or April 30, 2012.

During the nine months ended January 31, 2012, proceeds from maturities and sales of government debt securities classified as available-for-sale were $11,196,000 and realized losses on sales of fixed income securities was $22,000. The increases in gross unrealized gains on fixed income securities classified as available-for-sale of $9,000, net of deferred taxes of $4,000, were included in Shareholders’ Equity at January 31, 2012.

Income from securities transactions was comprised of the following:

	Three Months Ended January 31,					Nine Months Ended January 31,
($ in thousands)	2013		2012			2013			2012
Dividend income	$	34	$	19		$	91		$	46
Interest income		3		2			4			16
Realized losses on securities available-for- sale (1)		-		(18	)		-			(22	)
Other		-		-			(2	)		(6	)
Total income from securities transactions, net	$	37	$	3		$	93		$	34

(1) This amount was reclassified from Accumulated Other Comprehensive Income in the Consolidated Condensed Balance Sheets to the Consolidated Condensed Statements of Income.

The changes in the value of equity and fixed income securities investments are recorded in Other Comprehensive Income in the Consolidated Condensed Financial Statements. Realized gains and losses are recorded as of the trade date in the Consolidated Condensed Statements of Income when securities are sold, mature or are redeemed. As of January 31, 2013 and April 30, 2012, accumulated other comprehensive income was $131,000 and $85,000, which is net of deferred taxes of $71,000 and $46,000, respectively.

Investment in Unconsolidated Entities:
Equity Method Investment:

As of January 31, 2013, and April 30, 2012, the Company’s investment in EAM Trust, on the Consolidated Condensed Balance Sheet was $57,465,000 and $56,331,000, respectively.

The value of VLI’s investment in EAM at January 31, 2013 and April 30, 2012 reflects the fair value of contributed capital of $55,805,000 at inception, plus $5,820,000 of cash and liquid securities in excess of working capital requirements contributed to EAM’s capital account by VLI, plus VLI’s share of non-voting revenues and non-voting profits from EAM less distributions, made quarterly to VLI by EAM, during the period subsequent to its initial investment through the dates of the Consolidated Condensed Balance Sheets.

It is anticipated that EAM will have sufficient liquidity and earn enough profit to conduct its current and future operations so the management of EAM will not need additional funding. Although the distributor had historically received, from the Value Line Funds under the compensation plans it had in place with the Funds, amounts in excess of its actual expenditures, in more recent years the distributor has been spending amounts on promotion of the Value Line Funds in excess of the compensation received from the Funds. Over time, EAM anticipates that its total future expenditures on such promotion will equal or exceed its total future revenues under the Funds’ distribution plans. However, if that should not occur, EAM has no obligation to reimburse the Value Line Funds.

The Company monitors its Investment in EAM Trust for impairment to determine whether an event or change in circumstances has occurred that may have a significant adverse effect on the fair value of the investment. Impairment indicators include, but are not limited to the following: (a) a significant deterioration in the earnings performance, asset quality, or business prospects of the investee, (b) a significant adverse change in the regulatory, economic, or technological environment of the investee, (c) a significant adverse change in the general market condition of the industry in which the investee operates, or (d) factors that raise significant concerns about the investee’s ability to continue as a going concern such as negative cash flows, working capital deficiencies, or noncompliance with statutory capital and regulatory requirements. EAM did not record any impairment losses for its assets during the fiscal years 2013 or 2012.

The components of EAM’s investment management operations, provided to the Company by EAM, were as follows:

	Three Months Ended January 31,				Nine Months Ended January 31,
($ in thousands) (unaudited)	2013		2012		2013		2012
Investment management fees earned from the Value Line Funds, net of waivers shown below	$	3,252	$	3,038	$	9,481	$	9,296
12b-1 fees and other fees, net of waivers shown below	$	992	$	838	$	2,868	$	2,588
Other income	$	5	$	5	$	5	$	14
Investment management fee waivers (1)	$	16	$	179	$	362	$	636
12b-1 fee waivers (1)	$	545	$	534	$	1,633	$	1,700
Value Line’s non-voting revenues interest	$	1,472	$	1,430	$	4,280	$	4,251
EAM’s net income (2)	$	306	$	52	$	694	$	240

(1) During fiscal 2013 investment management fee waivers primarily related to the U.S. Government Money Market Fund (“USGMMF”) which was merged into a third party fund, the Daily Income Fund, managed by Reich & Tang, effective October 19, 2012. The 12b-1 fee waivers related to nine of the Value Line Mutual Funds. In fiscal 2012, investment management fee waivers primarily related to the USGMMF and the 12b-1 fee waivers related to eleven of the Value Line Mutual Funds.

(2) Represents EAM’s net income, after giving effect to Value Line’s non-voting revenues interest, but before distributions to voting profits interest holders and to the Company in respect of its 50% non-voting profits interest.

		January 31,			April 30,
($ in thousands)		2013			2012
	(unaudited)
EAM’s total assets		$	59,141		$	57,482
EAM’s total liabilities (1)			(2,664	)		(663	)
EAM’s total equity		$	56,477		$	56,819

(1) At January 31, 2013, EAM’s total liabilities included a payable to VLI for its accrued non-voting revenues and non-voting profits interests of $1,588,000.

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Related Party Transactions (Tables)

9 Months Ended

Jan. 31, 2013

Related Party Transactions [Abstract]

Schedule of non voting revenues interest and non voting profits interests

	Three Months Ended January 31,				Nine Months Ended January 31,
($ in thousands)	2013		2012		2013		2012
Non-voting revenues interest in EAM	$	1,472	$	1,430	$	4,280	$	4,251
Non-voting profits interest in EAM		153		26		347		120
	$	1,625	$	1,456	$	4,627	$	4,371

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Investments (Detail Textuals) (USD $)	3 Months Ended				9 Months Ended				12 Months Ended
	Jan. 31, 2013		Jan. 31, 2012		Jan. 31, 2013		Jan. 31, 2012		Apr. 30, 2012
Schedule of Trading Securities and Other Trading Assets [Line Items]
Aggregate cost of equity securities available for sale	$ 4,950,000				$ 4,950,000				$ 3,749,000
Fair Value	5,152,000				5,152,000				3,881,000
Other comprehensive income (loss), available-for-sale securities adjustment, before tax, portion attributable to parent					70,000		21,000
Accumulated other comprehensive income, net of tax	131,000				131,000				85,000
Deferred taxes on unrealized gains on securities					71,000				46,000
Proceeds from maturities and sales of government debt securities							11,196,000
Realized loss on sales of fixed income securities		[1]	(18,000)	[1]		[1]	(22,000)	[1]
Equity Securities
Schedule of Trading Securities and Other Trading Assets [Line Items]
Aggregate cost of equity securities available for sale	4,950,000				4,950,000				3,749,000
Fair Value	5,152,000				5,152,000				3,881,000
Other comprehensive income unrealized holding gain loss on securities arising during period tax (expense) benefit					70,000		12,000
Deferred taxes on unrealized gains on securities					24,000		4,000
Government Debt Securities (Fixed Income Securities)
Schedule of Trading Securities and Other Trading Assets [Line Items]
Other comprehensive income unrealized holding gain loss on securities arising during period tax (expense) benefit							9,000
Deferred taxes on unrealized gains on securities							4,000
Proceeds from maturities and sales of government debt securities							11,196,000
Realized loss on sales of fixed income securities							$ (22,000)

[1] This amount was reclassified from Accumulated Other Comprehensive Income in the Consolidated Condensed Balance Sheets to the Consolidated Condensed Statements of Income.

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Lease Commitments

9 Months Ended

Jan. 31, 2013

Commitments and Contingencies Disclosure [Abstract]

Lease Commitments:

Note 12 - Lease Commitments:

On June 4, 1993, the Company entered into a 15 year lease agreement to provide primary office space.  The lease included free rental periods as well as scheduled base rent escalations over the term of the lease.  In April 2007, the Company extended the term for 5 additional years at a market rental rate to May 2013. The total amount of the base rent payments is being charged to expense on the straight-line method over the term of the lease. The Company recorded a deferred charge on its Consolidated Balance Sheets to reflect the excess of annual rental expense over cash payments since inception of the lease.

On February 7, 2013, the Company and Citibank, N.A. (the “Sublandlord”) entered into a sublease agreement, pursuant to which Value Line will lease approximately 44,493 square feet of office space located on the ninth floor at 485 Lexington Ave., New York, NY (“Building” or “Premises”) beginning on or about July 1, 2013 and ending on February 27, 2017 (“Sublease”).  Base rent under the Sublease will be $1,468,269 per annum, subject to customary concessions in the Company’s favor and pass-through of certain increases in operating costs and real estate taxes.  The Company provided a security deposit in cash in the amount of $489,423.  This Building will become the Company’s new corporate office facility.  The Company is required to pay for certain operating expenses associated with the Premises as well as utilities supplied to the Premises.  The Sublease terms will provide for a significant decrease in the Company’s annual rental expenses.

Value Line has reached an agreement with its current landlord to extend the term of the current lease for its current corporate office facility, which was due to expire on May 31, 2013, for a period of three and a half months beginning June 1, 2013 and expiring September 15, 2013 (“Lease Modification”) at a rental which approximates the Company’s monthly rent payments under the current lease obligation.

Future minimum payments, exclusive of potential increases in real estate taxes and operating cost escalations, under operating leases for office space, with remaining terms of one year or more, are as follows:

Fiscal Years ended April 30,	Current Lease		New Sublease		Total
			($ in thousands)
2014	$	1,326	$	490	$	1,816
2015		-		1,468		1,468
2016		-		1,468		1,468
2017		-		1,224		1,224
	$	1,326	$	4,650	$	5,976

Rental expenses for the nine months ended January 31, 2013 and January 31, 2012 were $1,882,000 for each period.  During fiscal years 2013 and fiscal 2012, office space rental decreased as a result of the classification of a portion of the lease payments as a reduction of the accrued lease exit obligation related to EAM’s relocation in fiscal 2011.