SCHEDULE 14A INFORMATION
(RULE 14A-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )
[X] Filed by the Registrant
[ ] Filed by a Party other than the Registrant
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
VALUE LINE, INC.
(Name of Registrant as Specified In Its Charter)
Payment of Filing Fee (check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
Common Stock
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(2) Aggregate number of securities to which transaction applies:
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(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it is determined):
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(4) Proposed maximum aggregate value of transaction:
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(5) Total fee paid:
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VALUE LINE, INC.
220 EAST 42ND STREET
NEW YORK, NEW YORK 10017
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NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
-----------------
TO THE SHAREHOLDERS:
Notice is hereby given that the Annual Meeting of the Shareholders of Value
Line, Inc. (the "Company") will be held on October 9, 2003, at 9:30 a.m. at the
New York Helmsley Hotel, Turtle Bay Room, 212 East 42nd Street, 3rd Floor, New
York, NY 10017 for the following purposes:
1. To elect eight directors of Value Line, Inc.; and
2. To transact such other business as may properly come before the
meeting.
Shareholders of record at the close of business on September 12, 2003 will
be entitled to notice of and to vote at the meeting and any adjournments
thereof.
We urge you to vote on the business to come before the meeting by promptly
executing and returning the enclosed proxy in the envelope provided or by
casting your vote in person at the meeting.
By order of the Board of Directors
HOWARD A. BRECHER,
Vice President and Secretary
New York, New York
September 19, 2003
VALUE LINE, INC.
220 EAST 42ND STREET
NEW YORK, NEW YORK 10017
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ANNUAL MEETING OF SHAREHOLDERS -- OCTOBER 9, 2003
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PROXY STATEMENT
The following information is furnished to each shareholder in connection
with the foregoing Notice of Annual Meeting of Shareholders of Value Line, Inc.
(the "Company") to be held on October 9, 2003. The enclosed proxy is for use at
the meeting and any adjournments thereof. This Proxy Statement and the form of
proxy are being mailed to shareholders on or about September 19, 2003.
The enclosed proxy is being solicited by and on behalf of the Board of
Directors of the Company. A proxy executed on the enclosed form may be revoked
by the shareholder at any time before the shares are voted by delivering written
notice of revocation to the Secretary of the Company, by executing a later dated
proxy or by attending the meeting and voting in person. The shares represented
by all proxies which are received by the Company in proper form will be voted as
specified. If no specification is made in a proxy, the shares represented
thereby will be voted for the election of the Board's nominees as Directors.
The expense in connection with the solicitation of proxies will be borne by
the Company.
Only holders of Common Stock of record at the close of business on
September 12, 2003 will be entitled to vote at the meeting. On that date, there
were 9,981,600 shares of Common Stock issued and outstanding, the holders of
which are entitled to one vote per share.
Under the New York Business Corporation Law (the "BCL") and the Company's
By-Laws, the presence, in person or by proxy, of the holders of a majority of
the outstanding shares of Common Stock entitled to vote on a particular matter
is necessary to constitute a quorum of shareholders to take action at the Annual
Meeting with respect to such matter. For these purposes, shares which are
present, or represented by a proxy, at the Annual Meeting will be counted for
quorum purposes regardless of whether the holder of the shares or proxy fails to
vote on any particular matter or whether a broker with discretionary authority
fails to exercise its discretionary voting authority with respect to any
particular matter. Once a quorum of the shareholders is established, under the
BCL and the Company's By-Laws, the nominees standing for election as directors
will be elected by a plurality of the votes cast and each other matter will be
decided by a majority of the votes cast on the matter, except as otherwise
provided by law or the Company's Certificate of Incorporation or By-Laws. For
voting purposes (as opposed to for purposes of establishing a quorum)
abstentions and broker non-votes will not be counted in determining whether the
nominees standing for election as directors have been elected and whether each
other matter has been approved.
1
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth information as of September 12, 2003 as to
shares of the Company's Common Stock held by persons known to the Company to be
the beneficial owners of more than 5% of the Company's Common Stock.
NAME AND ADDRESS NUMBER OF SHARES PERCENTAGE OF SHARES
OF BENEFICIAL OWNER BENEFICIALLY OWNED BENEFICIALLY OWNED(1)
------------------- ------------------ ---------------------
Arnold Bernhard & Co., Inc.(1)
220 East 42nd Street
New York, NY 10017 8,609,403 86.25%
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(1) Jean Bernhard Buttner, Chairman of the Board, President and Chief Executive
Officer of the Company, owns all of the outstanding voting stock of Arnold
Bernhard & Co., Inc.
The following table sets forth information as of August 31, 2003 with
respect to shares of the Company's Common Stock owned by each nominee for
director of the Company, by each executive officer listed in the Summary
Compensation Table and by all executive officers and directors as a group.
NAME OF NUMBER OF SHARES PERCENTAGE OF SHARES
BENEFICIAL OWNER BENEFICIALLY OWNED BENEFICIALLY OWNED
--------------------------------------- ------------------ ------------------
Jean Bernhard Buttner 100(1) *
Edgar A. Buttner 100 *
Harold Bernard, Jr. 452 *
Herbert Pardes 100 *
Marion N. Ruth 200 *
Samuel Eisenstadt 100 *
David T. Henigson 150 *
Howard A. Brecher 200 *
Stephen R. Anastasio 100 *
All directors and executive officers
as a group (9 persons) 1,502(1) *
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* Less than one percent
(1) Excludes 8,609,403 shares (86.25% of the outstanding shares) owned by
Arnold Bernhard & Co., Inc.
2
ELECTION OF DIRECTORS
At the meeting, eight directors are to be elected. If no contrary
indication is made, the persons named in the enclosed proxy will vote for the
election of the nominees listed below. If any nominee shall become unavailable
for reasons presently unknown, the proxy will be voted for the election of the
other nominees named herein and may be voted for the election of a substitute
nominee.
During the fiscal year ended April 30, 2003, there were four meetings of
the Board of Directors. Each director attended at least 75% of the meetings held
during the year of the Board of Directors and of each committee on which he or
she served.
The Board of Directors has established an Audit Committee which consists of
Harold Bernard, Jr., Herbert Pardes, M.D. and Marion N. Ruth. The Committee held
two meetings during the year ended April 30, 2003 to discuss audit and financial
reporting matters with both management and the Company's independent public
accountants. The Board of Directors has also established a Compensation
Committee consisting of Marion N. Ruth, Howard A. Brecher and David T. Henigson.
The Committee held its annual meeting following the close of the 2003 fiscal
year to discuss the compensation of the chief executive officer. The Company
does not have a standing nominating committee.
A director who is also an employee of the Company receives no compensation
for his service on the Board in addition to that compensation which he receives
as an employee. For fiscal 2003, a director who was not an employee of the
Company was paid a director's fee of $3,000 per year plus $1,750 for each Board
meeting attended and $2,500 for each Audit Committee meeting attended.
Information concerning the nominees for directors appears in the following
table. Except as otherwise indicated, each of the following has held an
executive position with the companies indicated for at least five years.
3
NOMINEE, AGE AS OF SEPTEMBER 19, 2003 DIRECTOR
AND PRINCIPAL OCCUPATION SINCE
------------------------------------- --------
Jean Bernhard Buttner* (68). Chairman of the Board, President, and Chief Executive and Operating Officer of
the Company and Arnold Bernhard & Co., Inc.; Chairman of the Board and President and Director or Trustee of
each of the 14 Value Line Funds. 1982
Harold Bernard, Jr. (72). Attorney-at-law. Retired Administrative Law Judge, National Labor Relations Board.
Director of Arnold Bernhard & Co., Inc. Judge Bernard is a cousin of Jean Bernhard Buttner. 1982
Dr. Edgar A. Buttner (41). Postdoctoral Fellow, Harvard University since 2003; Research Associate, McLean
Hospital, 2002-2003; Postdoctoral Fellow, Massachusetts Institute of Technology, 1997-2001. Dr. Buttner is the
son of Jean Bernhard Buttner. --
Samuel Eisenstadt (81). Senior Vice President and Research Chairman of the Company. 1982
Howard A. Brecher* (49). Vice President of the Company since 1996 and Secretary since 1992; Secretary,
Treasurer and General Counsel of Arnold Bernhard & Co., Inc. since 1991, Director since 1992 and Vice
President since 1994. 1992
David T. Henigson* (46). Vice President of the Company since 1992 and Treasurer since 1994; Director of
Compliance and Internal Audit of the Company since 1988; Vice President of each of the 14 Value Line Funds
since 1992 and Secretary and Treasurer since 1994; Vice President and Director of Arnold Bernhard & Co., Inc.
since 1992. 1992
Dr. Herbert Pardes (69). President and CEO of New York-Presbyterian Hospital since 2000; Vice President for
Health Sciences and Dean of the Faculty of Medicine at the College of Physicians & Surgeons of Columbia
University (1989-2000). 2000
Marion N. Ruth (68). Real Estate Executive. President, Ruth Realty (real estate broker). Director or Trustee
of each of the 14 Value Line Funds. 2000
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* Member of the Executive Committee.
4
EXECUTIVE COMPENSATION
SUMMARY COMPENSATION TABLE
The following table sets forth information concerning the compensation for
services in all capacities to the Company for the fiscal years ended April 30,
2003, 2002 and 2001 of the chief executive officer of the Company and each of
the other executive officers of the Company who were serving at April 30, 2003.
ANNUAL COMPENSATION ALL OTHER
NAME AND FISCAL ----------------------- COMPENSATION (b)
PRINCIPAL POSITION YEAR SALARY ($) BONUS (a)($) ($)
------------------------------- ------ ---------- ------------ ----------------
Jean B. Buttner 2003 898,419 -- 16,017
Chairman of the Board and 2002 881,667 -- 17,976
Chief Executive Officer 2001 853,092 900,000 18,311
Samuel Eisenstadt 2003 138,900 122,917 13,547
Senior Vice President and 2002 136,250 120,000 13,469
Research Chairman 2001 128,750 120,000 15,450
David T. Henigson 2003 100,000 415,000 9,800
Vice President 2002 100,000 395,000 10,000
2001 100,000 375,000 12,000
Howard A. Brecher 2003 50,000 375,000 4,900
Vice President 2002 50,000 325,000 5,000
2001 50,000 295,000 6,000
Stephen R. Anastasio (c) 2003 100,000 120,000 9,800
Chief Financial Officer 2002 100,000 101,062 10,000
2001 100,000 100,000 12,000
------------
(a) A portion of the bonuses are contingent upon future employment.
(b) Employees of the Company are members of the Profit Sharing and Savings Plan
(the "Plan"). The Plan provides for a discretionary annual contribution out
of net operating income which is (subject to legal limitations)
proportionate to the salaries of eligible employees. The Company's
contribution expense was $862,000 for the year ended April 30, 2003. Each
employee's interest in the Plan is invested in such proportions as the
employee may elect in shares of one or more of the mutual funds available
under the Plan for which the Company acts as investment adviser.
Distributions under the Plan vest in accordance with a schedule based upon
the employee's length of service and are payable upon request at the time
of the employee's retirement, death, total disability, or termination of
employment.
(c) Mr. Anastasio, age 44, became Chief Financial Officer in April 2003. He had
been Corporate Comptroller since 1989.
5
AGGREGATED OPTION EXERCISES IN LAST FISCAL YEAR AND FISCAL YEAR-END OPTION
VALUES
The following table sets forth the number of shares acquired by any of the
named persons upon exercise of stock options in fiscal 2003, the value realized
through the exercise of such options, and the number of unexercised options held
by such person, including both those which are presently exercisable, and those
which are not presently exercisable.
NUMBER OF VALUE OF UNEXERCISED
UNEXERCISED OPTIONS IN-THE-MONEY OPTIONS AT
AT APRIL 30, 2003 APRIL 30, 2003 (1)
SHARES ACQUIRED ------------------------ --------------------------
UPON OPTION VALUE NOT NOT
NAME EXERCISE REALIZED (1) EXERCISABLE EXERCISABLE EXERCISABLE EXERCISABLE
----------------------- ---------------- ------------ ----------- ----------- ----------- ------------
Howard A. Brecher 1,475 $19,388 -- -- -- --
------------
(1) Market value of underlying securities at exercise date or year-end, as the
case may be, minus the exercise price.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Arnold Bernhard & Co., Inc. utilizes the services of officers and employees
of the Company to the extent necessary to conduct its business. The Company and
Arnold Bernhard & Co., Inc. allocate costs for office space, equipment and
supplies and staff pursuant to a servicing and reimbursement arrangement. During
the year ended April 30, 2003, the Company was reimbursed $527,000 for such
expenses. In addition, a tax-sharing arrangement allocates the tax liabilities
of the two companies between them. The Company pays to Arnold Bernhard & Co.,
Inc. an amount equal to the Company's liability as if it filed separate tax
returns.
REPORT OF THE AUDIT COMMITTEE
The Audit Committee of the Board of Directors is comprised of the three
independent directors named below. The Committee has adopted a written charter
which has been approved by the Board of Directors of the Company. The Committee
has reviewed and discussed Value Line's audited 2003 financial statements with
management. The Committee has discussed with Horowitz & Ullmann, P.C., the
Company's independent auditors, the matters required to be discussed by SAS 61
(Communication with Audit Committee). The Committee has received from Horowitz &
Ullmann, P.C. the written disclosures and the letter required by Independence
Standards Board Standard No. 1 (Independence Discussions with Audit Committees).
The Committee has discussed with Horowitz & Ullmann, P.C. its independence and
has considered whether the provision by Horowitz & Ullmann, P.C. of non-audit
services is compatible with maintaining its independence.
Based on the review and discussions referred to above, the Committee
recommended to the Board of Directors that the audited financial statements
certified by Horowitz & Ullmann, P.C. be included in the Company's Annual Report
on Form 10-K for the fiscal year ended April 30, 2003 for filing with the
Securities and Exchange Commission.
Harold Bernard, Jr.
Herbert Pardes, M.D.
Marion N. Ruth
6
AUDIT AND NON-AUDIT FEES
For the fiscal year ended April 30, 2003, fees for services provided by
Horowitz & Ullmann, P.C., were as follows:
Audit services $119,300
Financial information systems design and implementation 0
All other (including tax consulting) 135,765
COMPENSATION COMMITTEE REPORT
The Company's executive compensation program is intended to support the
Company's attraction and retention of capable and experienced executives, to
promote successful divisional and corporate performance and to compensate
appropriately executives who contribute to the operations and long-term
profitability of the Company. The following guidelines have been established to
carry out this policy:
(a) Base salaries and bonuses should be maintained at levels consistent
with competitive market compensation; and
(b) A portion of the executive compensation should reflect the performance
of the Company and the individual.
The Company's compensation program is comprised of two main components:
Base Salary and Incentive Compensation (Bonus).
BASE SALARY
Base salaries for the Company's executives take into account the
compensation policies of companies of comparable size engaged in the business of
publishing or investment management, as applicable. The Committee believes that
the base salary levels as established are reasonable and competitive and
necessary to attract and retain key employees.
ANNUAL INCENTIVE COMPENSATION PLAN
Bonus payments are awarded to executives based upon competitive conditions,
individual performance and the success of the Company. The performance of the
Company and its departments and attainment of individual goals and objectives
are given approximately equal weighting in determining bonuses paid to executive
officers. The Company's policy takes into account a full range of criteria
important to the Company's long-term strategies, rather than relying on
inflexible numerical performance targets.
CHIEF EXECUTIVE OFFICER COMPENSATION FOR FISCAL 2003
Jean B. Buttner's base salary in fiscal 2003 was increased from that paid
in fiscal 2002 on the basis of the general cost-of-living percentage increase
awarded to Company personnel. In reviewing the Chief Executive Officer's
performance during the past year, the Compensation Committee took note of
several important achievements. Overall circulation is strong, exceeding that at
the peak of the bull market. Value Line Industry Watch, a new publication, was
successfully introduced. Licensing revenues are growing, with the introduction
of new closed-end funds.
7
While fees for management of the Value Line Mutual Funds were reduced as a
consequence of the continuing severe stock market decline, resulting in a lower
level of assets under management, several Value Line Funds outperformed their
peers. A number of the Company's mutual funds scored high in independent
rankings.
During the fiscal year, Value Line stock produced a total return to
shareholders of 5% in a year when most comparable firms generated "negative
returns." Total return of Value Line stock exceeded that of the Russell 2000 and
was superior to its peer group.
The Company's consultants, Pearl Meyer & Partners, Inc., did a statistical
analysis of both Mrs. Buttner's salary and the financial performance of the
Company in comparison with performance and compensation at a peer group of other
corporations in the publishing and investment management industries developed by
the consultants and listed on page 10. Pearl Meyer observed that although Value
Line was one of the smallest companies in the peer group, its return on sales,
assets and equity, operating profit and total shareholder return were near the
top of the peer group. The Pearl Meyer firm commented that the CEO's
compensation ranked at the 33rd percentile of cash compensation. When stock
option compensation awarded to many of the CEO's of the peer group companies --
but not awarded by Value Line to its CEO, because of her already substantial
ownership interest in the Company's parent corporation -- is taken into account,
Mrs. Buttner's compensation this year ranks below the 10th percentile among the
peer group.
Finally the Committee noted Mrs. Buttner's contributions in leading the
Company through an extraordinarily difficult period for the financial industry.
The Pearl Meyer firm concluded that a discretionary bonus would be appropriate.
Despite her outstanding achievements and leadership as Chief Executive,
Mrs. Buttner requested that no bonus be paid to her this year in view of the
challenges created for the Company by the continuing bear market. The Committee
thought it inappropriate to further pursue consideration of a bonus in light of
this request.
COMPENSATION COMMITTEE
Marion N. Ruth
Howard A. Brecher
David T. Henigson
8
COMPENSATION COMMITTEE INTERLOCKS
AND INSIDER PARTICIPATION
The names of the members of the Compensation Committee during the fiscal
year ended April 30, 2003 are set forth above. During such fiscal year, each of
Howard A. Brecher and David T. Henigson served as an officer and director of the
Company and each of its subsidiaries. Each of such individuals also served as an
officer and director of Arnold Bernhard & Co., Inc. Marion N. Ruth served as a
director of the Company and as a director or trustee of each of the 14 Value
Line Mutual Funds. Certain relationships between the Company and Arnold Bernhard
& Co., Inc. are described above under "Certain Relationships and Related
Transactions."
9
COMPARISON OF FIVE-YEAR CUMULATIVE TOTAL RETURN*
Value Line, Inc., Russell 2000 Index And Peer Group
(Performance Results Through 4/30/03)
[GRAPHIC]
$400
$350
$300
$250
$200
$150
$100
$50
$0
1998 1999 2000 2001 2002 2003
VALUE LINE, INC.
RUSSELL 2000 INDEX
PEER GROUP
Value Line, Inc. $100.00 $84.58 $81.90 $96.18 $116.78 $122.43
Russell 2000 Index $100.00 $90.39 $105.72 $100.04 $105.26 $82.18
Peer Group $100.00 $100.02 $98.78 $122.06 $140.55 $121.25
Assumes $100 invested at the close of trading 4/30/98 in Value Line, Inc. Common
Stock, Russell 2000 Index, and Peer Group.
*Cumulative total return assumes reinvestment of dividends.
The Peer Group is comprised of the following companies:
Courier Corp. Nuveen Investments Inc. Sound View Technology Group
Eaton Vance Corp. John Wiley & Sons, Inc. Thomas Nelson Inc.
Federated Investors Inc. Lee Enterprises, Inc. Waddell & Reed Financial Inc.
The Peer Group that was used in the Comparison of Five-Year Cumulative Total
Return table in the Proxy Statement for the Company's 2002 Annual Meeting of
Shareholders included Atalanta Sosnoff Capital Corp. and Hoenig Group, Inc. and
did not include Sound View Technology Group. The common stock of Atalanta
Sosnoff Capital Corp. and Hoenig Group, Inc. ceased to be publicly traded. Sound
View Technology Group was substituted at the recommendation of the Company's
compensation consultant, Pearl Meyer & Partners, Inc., and the Peer Group
performance for the entire five-year period was recomputed to include Sound View
Technology Group for the entire period.
10
The Compensation Committee Report, the Report of the Audit Committee and
the Comparative Five-Year Total Return graph shall not be deemed to be
"soliciting material" or to be "filed" with the Securities and Exchange
Commission or subject to Regulation 14A or 14C of the Regulations of the
Securities and Exchange Commission under the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), or to the liabilities of Section 18 of the
Exchange Act.
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
The independent certified public accountants selected by the Board of
Directors to audit the Company's books and records for the 2004 fiscal year are
the firm of Horowitz & Ullmann, P.C., which firm also audited the Company's
books and records for the fiscal year ended April 30, 2003. It is expected that
a representative of Horowitz & Ullmann, P.C. will be present at the Annual
Meeting. The representative of Horowitz & Ullmann, P.C. will have an opportunity
to make a statement if he desires to do so and will be available to respond to
appropriate shareholder questions.
SHAREHOLDER PROPOSALS FOR THE 2004 ANNUAL MEETING
Shareholder proposals intended for presentation at the next Annual Meeting
of Shareholders must be received by the Company for inclusion in its proxy
statement and form of proxy relating to that meeting no later than May 22, 2004.
The Company's By-Laws contain other procedures for proposals to be properly
brought before an annual meeting of shareholders. To be timely, a shareholder
must have given written notice of a proposal to the Chairman of the Board of
Directors with a copy to the Secretary and such notice must be received at the
principal executive offices of the Company not less than thirty nor more than
sixty days prior to the scheduled annual meeting; provided, however, that if
less than forty days' notice or prior public disclosure of the date of the
scheduled annual meeting is given or made, notice by the shareholder to be
timely must be so received not later than the close of business on the tenth day
following the earlier of the day on which such notice of the date of the
scheduled annual meeting was mailed or the day on which such public disclosure
was made. Such shareholder's notice shall set forth as to each matter the
shareholder proposes to bring before the annual meeting (i) a brief description
of the proposal desired to be brought before the annual meeting and the reasons
for conducting such business at the annual meeting, (ii) the name and address,
as they appear on the Company's books, of the shareholder proposing such
business, (iii) the class and number of shares which are beneficially owned by
the shareholder on the date of such shareholder notice and (iv) any material
interest of the shareholder in such proposal.
FORM 10-K ANNUAL REPORT
ANY SHAREHOLDER WHO DESIRES A COPY OF THE COMPANY'S ANNUAL REPORT ON FORM
10-K FOR THE FISCAL YEAR ENDED APRIL 30, 2003 FILED WITH THE SECURITIES AND
EXCHANGE COMMISSION MAY OBTAIN A COPY (EXCLUDING EXHIBITS) WITHOUT CHARGE BY
ADDRESSING A REQUEST TO THE SECRETARY OF THE COMPANY AT 220 EAST 42ND STREET,
NEW YORK, NEW YORK 10017. EXHIBITS MAY ALSO BE REQUESTED, AT A CHARGE EQUAL TO
THE REPRODUCTION AND MAILING COSTS.
11
GENERAL
The Board of Directors is not aware of any business to come before the
meeting other than that set forth in the Notice of Annual Meeting of
Shareholders. However, if any other business is properly brought before the
meeting, it is the intention of the persons directed to vote the shareholders'
stock to vote such stock in accordance with their best judgment.
The Company is mailing its Annual Report for the fiscal year ended April
30, 2003 to shareholders together with this Proxy Statement.
12
THIS PROXY WILL BE VOTED AS DIRECTED HEREIN BY THE Please
UNDERSIGNED STOCKHOLDER. IF NO DIRECTION IS GIVEN, Mark Here
THIS PROXY WILL BE VOTED "FOR" THE ELECTION OF for Address [ ]
NOMINEES AS DIRECTORS. Change or
Comments
SEE REVERSE SIDE
1. ELECTION OF NOMINEES AS DIRECTORS:
FOR all nominees WITHHOLD
listed to the right AUTHORITY
(except as marked to vote for all
to the contrary) nominees listed to the right
[ ] [ ]
01 H. Bernard, Jr., 02 H.A. Brecher, 03 E. Buttner, 04 J. Buttner,
05 S. Eisenstadt, 06 D.T. Henigson, 07 H.Pardes and 08 M.N. Ruth
(INSTRUCTION: To withhold authority to vote for any individual nominee, write
that nominee's name on the space provided below)
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Please sign exactly as your name appears to the left. When signing as Trustee,
Executor, Administrator, or Officer of a corporation, give title as such.
Dated:____________________________________________________________________, 2003
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Signature
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Signature if owned jointly
PLEASE MARK, SIGN, DATE, AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED
ENVELOPE
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FOLD AND DETACH HERE
P R O X Y
VALUE LINE, INC.
220 EAST 42ND STREET
NEW YORK, NY 10017
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby authorizes and directs Howard A. Brecher and David
T. Henigson and each of them, with full power of substitution, to vote the stock
of the undersigned at the Annual Meeting of Stockholders of VALUE LINE, INC. on
Thursday, October 9, 2003, or at any adjournments thereof as hereinafter
specified and, in their discretion, to vote according to their best judgment
upon such other matters as may properly come before the meeting or any
adjournments thereof.
(CONTINUED ON REVERSE SIDE)
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ADDRESS CHANGE/COMMENTS (MARK THE CORRESPONDING BOX ON THE REVERSE SIDE)
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FOLD AND DETACH HERE