Edgar Filing: VAN KAMPEN HIGH INCOME CORPORATE BOND FUND

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 29, 2004

REGISTRATION NOS. 2-62115

811-2851
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-1A

REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933 [X]
POST-EFFECTIVE AMENDMENT NO. 51 [X]

REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940 [X]
AMENDMENT NO. 46 [X]

VAN KAMPEN

HIGH YIELD FUND

(FORMERLY KNOWN AS VAN KAMPEN HIGH INCOME CORPORATE BOND FUND)

(EXACT NAME OF REGISTRANT AS SPECIFIED IN DECLARATION OF TRUST)
1221 AVENUE OF THE AMERICAS, NEW YORK, NY 10020
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(212) 762-5260
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE

AMY R. DOBERMAN, ESQ.
MANAGING DIRECTOR
VAN KAMPEN INVESTMENTS INC.
1221 AVENUE OF THE AMERICAS
NEW YORK, NEW YORK 10020
(NAME AND ADDRESS OF AGENT FOR SERVICE)
---------------------
COPIES TO:
WAYNE W. WHALEN, ESQ.
CHARLES B. TAYLOR, ESQ.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
333 WEST WACKER DRIVE
CHICAGO, ILLINOIS 60606
(312) 407-0700

Approximate Date of Proposed Public Offering: As soon as practicable
following effectiveness of this Registration Statement.

It is proposed that this filing will become effective:
[ ] immediately upon filing pursuant to paragraph (b)

[X] on December 30, 2004 pursuant to paragraph (b)

[ ] 60 days after filing pursuant to paragraph (a)(1)

[ ] on (date) pursuant to paragraph (a)(1)

[ ] 75 days after filing pursuant to paragraph (a)(2)
[ ] on (date) pursuant to paragraph (a)(2) of Rule 485.

If appropriate, check the following box:
[ ] this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.

Title of Securities Being Registered: Shares of Beneficial Interest, par
value $0.01 per share
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Van Kampen High Yield Fund

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Van Kampen High Yield Fund's (formerly known as Van Kampen High Income Corporate
Bond Fund) primary investment objective is to seek to maximize current income.
Capital appreciation is a secondary objective which is sought only when
consistent with the Fund's primary investment objective. The Fund's investment
adviser seeks to achieve the Fund's investment objectives by investing primarily
in a portfolio of high-yielding, high-risk bonds and other income securities,
such as convertible securities and preferred stock.

Shares of the Fund have not been approved or disapproved by the Securities and
Exchange Commission (SEC) or any state regulator, and neither the SEC nor any
state regulator has passed upon the accuracy or adequacy of this Prospectus. Any
representation to the contrary is a criminal offense.

This Prospectus is dated DECEMBER 30, 2004

CLASS A SHARES
CLASS B SHARES
CLASS C SHARES

PROSPECTUS

[VAN KAMPEN INVESTMENTS LOGO]

Table of Contents

Risk/Return Summary......................................... 3
Fees and Expenses of the Fund............................... 6
Investment Objectives, Principal Investment Strategies and
Risks....................................................... 7
Investment Advisory Services................................ 15
Purchase of Shares.......................................... 16
Redemption of Shares........................................ 25
Distributions from the Fund................................. 27
Shareholder Services........................................ 27
Frequent Purchases and Redemptions of Fund Shares........... 29
Federal Income Taxation..................................... 30
Disclosure of Portfolio Holdings............................ 32
Financial Highlights........................................ 33
Appendix--Description of Securities Ratings................. A-1

No dealer, salesperson or any other person has been authorized to give any
information or to make any representations, other than those contained in this
Prospectus, in connection with the offer contained in this Prospectus and, if
given or made, such other information or representations must not be relied upon
as having been authorized by the Fund, the Fund's investment adviser or the
Fund's distributor. This Prospectus does not constitute an offer by the Fund or
by the Fund's distributor to sell or a solicitation of an offer to buy any of
the securities offered hereby in any jurisdiction to any person to whom it is
unlawful for the Fund to make such an offer in such jurisdiction.

Risk/Return Summary

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INVESTMENT OBJECTIVES

The Fund's primary investment objective is to seek to maximize current income.
Capital appreciation is a secondary objective which is sought only when
consistent with the Fund's primary investment objective.

PRINCIPAL INVESTMENT STRATEGIES

Under normal market conditions, the Fund's investment adviser seeks to achieve
the Fund's investment objectives by investing primarily in a portfolio of
high-yielding, high-risk bonds and other income securities, such as convertible
securities and preferred stock. The Fund buys and sells medium- and lower-grade
securities with a view towards seeking a high level of current income and
capital appreciation over the long-term. Lower-grade securities are commonly
referred to as junk bonds. The Fund invests in a broad range of income
securities represented by various companies and industries and traded on various
markets. In selecting securities for investment, the Fund's investment adviser
seeks to identify securities which entail reasonable credit risk considered in
relation to the Fund's investment policies. The Fund's investment adviser uses
an investment strategy of fundamental credit analysis and emphasizes issuers
that it believes will remain financially sound and perform well in a range of
market conditions. Portfolio securities are typically sold when the fundamental
assessment of an issuer by the Fund's investment adviser materially changes.

Under normal market conditions, the Fund invests at least 65% of its total
assets in corporate bonds and other income securities with maturities greater
than one year. The Fund may invest up to 35% of its total assets in securities
of issued by foreign governments or foreign corporations. The Fund may purchase
and sell certain derivative instruments, such as options, futures contracts and
options on futures contracts, for various portfolio management purposes,
including to earn income, to facilitate portfolio management and to mitigate
risks.

PRINCIPAL INVESTMENT RISKS

An investment in the Fund is subject to risks, and you could lose money on your
investment in the Fund. There can be no assurance that the Fund will achieve its
investment objectives.

CREDIT RISK. Credit risk refers to an issuer's ability to make timely payments
of interest and principal. Because the Fund invests primarily in medium- and
lower-grade securities, the Fund is subject to a higher level of credit risk
than a fund that invests only in investment grade securities. The credit quality
of noninvestment-grade securities is considered speculative by recognized rating
agencies with respect to the issuer's continuing ability to pay interest and
principal. Lower-grade securities may have less liquidity and a higher incidence
of default than higher-grade securities. The Fund may incur higher expenses to
protect the Fund's interests in such securities. The credit risks and market
prices of lower-grade securities generally are more sensitive to negative issuer
developments, such as reduced revenues or increased expenditures, or adverse
economic conditions, such as a recession, than are higher-grade securities.

MARKET RISK. Market risk is the possibility that the market values of securities
owned by the Fund will decline. The prices of income securities tend to fall as
interest rates rise, and such declines tend to be greater among income
securities with longer maturities. Although the Fund has no policy limiting the
maturities of its investments, the Fund's investment adviser seeks to maintain a
portfolio duration of two to six years. This means that the Fund is subject to
greater market risk than a fund investing solely in shorter-term securities (see
"Investment Objectives, Principal Investment Strategies and Risks" for an
explanation of maturities and durations). Medium- and lower-grade securities,
especially those with longer maturities or those that do not make regular
interest payments, may be more volatile and may decline more in price in
response to negative issuer developments or general economic news than
higher-grade securities.

Market risk is often greater among certain types of income securities, such as
zero coupon bonds or pay-in-kind securities. As interest rates change, these
securities often fluctuate more in price than traditional income securities and
may subject the Fund to greater

market risk than a fund that does not own these types of securities.

INCOME RISK. The income you receive from the Fund is based primarily on interest
rates and credit risk, which can vary widely over the short- and long-term. If
interest rates drop, your income from the Fund may drop as well.

CALL RISK. If interest rates fall, it is possible that issuers of income
securities with high interest rates will prepay or "call" their securities
before their maturity dates. In this event, the proceeds from the called
securities would likely be reinvested by the Fund in securities bearing the new,
lower interest rates, resulting in a possible decline in the Fund's income and
distributions to shareholders.

FOREIGN RISKS. Because the Fund may own securities of foreign issuers, it may be
subject to risks not usually associated with owning securities of U.S. issuers.
These risks can include fluctuations in foreign currencies, foreign currency
exchange controls, political and economic instability, differences in financial
reporting, differences in securities regulation and trading and foreign taxation
issues.

RISKS OF USING DERIVATIVE INSTRUMENTS. In general terms, a derivative instrument
is one whose value depends on (or is derived from) the value of an underlying
asset, interest rate or index. Options, futures contracts and options on futures
contracts are examples of derivative instruments. Derivative instruments involve
risks different from direct investments in underlying securities. These risks
include imperfect correlation between the value of the instruments and the
underlying assets; risks of default by the other party to certain transactions;
risks that the transactions may result in losses that partially or completely
offset gains in portfolio positions; and risks that the transactions may not be
liquid.

MANAGER RISK. As with any managed fund, the Fund's investment adviser may not be
successful in selecting the best-performing securities or investment techniques,
and the Fund's performance may lag behind that of similar funds.

INVESTOR PROFILE

In light of the Fund's investment objectives and principal investment
strategies, the Fund may be appropriate for investors who:

- Seek a high level of current income

- Are willing to take on the substantially increased risks of medium- and
lower-grade securities in exchange for potentially higher income

- Wish to add to their investment portfolio a fund that invests primarily in
medium- and lower-grade income securities

An investment in the Fund is not a deposit of any bank or other insured
depository institution. An investment in the Fund is not insured or guaranteed
by the Federal Deposit Insurance Corporation or any other government agency.

An investment in the Fund may not be appropriate for all investors. The Fund is
not intended to be a complete investment program, and investors should consider
their long-term investment goals and financial needs when making an investment
decision about the Fund. An investment in the Fund is intended to be a long-
term investment, and the Fund should not be used as a trading vehicle.

ANNUAL PERFORMANCE

One way to measure the risks of investing in the Fund is to look at how its
performance has varied from year to year. The following chart shows the annual
returns of the Fund's Class A Shares over the ten calendar years prior to the
date of this Prospectus. Sales loads are not reflected in this chart. If these
sales loads had been included, the returns shown below would have been

lower. Remember that past performance of the Fund is not indicative of its
future performance.

[BAR GRAPH]

ANNUAL RETURN
-------------

1994 -3.62
1995 17.43
1996 13.65
1997 12.24
1998 0.46
1999 3.90
2000 -8.22
2001 -2.65
2002 -9.42
2003 24.17

The Fund's return for the nine-month period ended September 30, 2004 for Class A
Shares was 6.58%. As a result of market activity, current performance may vary
from the figures shown.

The annual returns of the Fund's Class B Shares and Class C Shares would be
substantially similar to those shown for the Class A Shares because all of the
Fund's shares are invested in the same portfolio of securities; however, the
actual annual returns of the Class B Shares and Class C Shares would be lower
than the annual returns shown for the Fund's Class A Shares because of
differences in the expenses borne by each class of shares.

During the ten-year period shown in the bar chart, the highest quarterly return
for Class A Shares was 8.27% (for the quarter ended June 30, 2003) and the
lowest quarterly return for Class A Shares was -8.20% (for the quarter ended
September 30, 1998).

COMPARATIVE PERFORMANCE

As a basis for evaluating the Fund's performance and risks, the table below
shows how the Fund's performance compares with the JP Morgan Global High Yield
Index (formerly known as the Chase Global High Yield Index)*, a broad-based
market index that the Fund's investment adviser believes is an appropriate
benchmark for the Fund, and the Lipper High Yield Bond Fund Index, an index of
funds with similar investment objectives. The Fund's performance figures include
the maximum sales charges paid by investors. The indices' performance figures do
not include any commissions, sales charges or taxes that would be paid by
investors purchasing the securities represented by the indices. An investment
cannot be made directly in the indices.

In addition to before tax returns for each class of shares, the table shows
after tax returns for the Fund's Class A Shares in two ways: (i) after taxes on
distributions and (ii) after taxes on distributions and sale of Fund shares. The
after tax returns for the Fund's Class B Shares and Class C Shares will vary
from the Class A Shares' returns. After tax returns are calculated using the
historical highest individual federal marginal income tax rates during the
periods shown and do not reflect the impact of state and local taxes. Actual
after tax returns depend on an investor's tax situation and may differ from
those shown. After tax returns are not relevant to investors who hold their Fund
shares through tax-deferred arrangements, such as 401(k) plans or individual
retirement accounts. An after tax return may be higher than the before tax
return due to an assumed benefit from any capital loss that would have been
realized had Fund shares been sold at the end of the relevant period.

Average annual total returns (before and after taxes) are shown for the periods
ended December 31, 2003 (the most recently completed calendar year prior to the
date of this Prospectus). Remember that past performance

(before and after taxes) of the Fund is not indicative of its future
performance.

AVERAGE ANNUAL
TOTAL RETURNS
FOR THE
PERIODS ENDED PAST PAST PAST
DECEMBER 31, 2003 1 YEAR 5 YEARS 10 YEARS
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Van Kampen High Yield
Fund -- Class A Shares
Return Before Taxes 18.20% -0.12% 3.73%
Return After Taxes on
Distributions 15.72% -3.97% -0.19%
Return After Taxes on
Distributions and Sale
of Fund Shares 11.70% -2.46% 0.73%
JP Morgan Global High
Yield Index* 26.80% 5.31% 7.27%
Lipper High Yield Bond
Fund Index 24.16% 3.35% 5.47%
................................................................
Van Kampen High Yield
Fund -- Class B Shares
Return Before Taxes 19.17% -0.09% 3.75%**
JP Morgan Global High
Yield Index* 27.50% 5.98% 7.26%
Lipper High Yield Bond
Fund Index 26.36% 2.92% 5.25%
................................................................
Van Kampen High Yield
Fund -- Class C Shares
Return Before Taxes 22.10% 0.06% 3.40%
JP Morgan Global High
Yield Index* 27.50% 5.98% 7.26%
Lipper High Yield Bond
Fund Index 26.36% 2.92% 5.25%
................................................................

* JP Morgan Global High Yield Index is an unmanaged, broad-based index that
reflects the general performance of the global high yield corporate debt
market, including domestic and international issues.

** The "Past 10 Years" performance for Class B Shares reflects the conversion of
such shares into Class A Shares six years after the end of the calendar month
in which the shares were purchased. Class B Shares purchased on or after June
1, 1996 will convert to Class A Shares eight years after the end of the
calendar month in which the shares were purchased. See "Purchase of Shares."

The current yield for the thirty-day period ended August 31, 2004 is 6.53% for
Class A Shares, 6.08% for Class B Shares and 6.16% for Class C Shares. Investors
can obtain the current yield of the Fund for each class of shares by calling
(800) 847-2424 or by visiting our web site at www.vankampen.com.

Fees and Expenses
of the Fund

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This table describes the fees and expenses that you may pay if you buy and hold
shares of the Fund.

CLASS A CLASS B CLASS C
SHARES SHARES SHARES
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SHAREHOLDER FEES
(fees paid directly from your investment)
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Maximum sales charge
(load) imposed on
purchases (as a
percentage of offering
price) 4.75%(1) None None
................................................................
Maximum deferred sales
charge (load)(as a
percentage of the lesser
of original purchase
price or redemption
proceeds) None(2) 4.00%(3) 1.00%(4)
................................................................
Maximum sales charge
(load) imposed on
reinvested dividends None None None
................................................................
Redemption fee None None None
................................................................
Exchange fee None None None
................................................................

ANNUAL FUND OPERATING EXPENSES
(expenses that are deducted from Fund assets and are based on
expenses incurred during the Fund's fiscal year ended August 31,
2004)
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Management fees 0.54% 0.54% 0.54%
................................................................
Distribution and/or
service (12b-1) fees(5) 0.24% 1.00%(6) 1.00%(6)
................................................................
Other expenses 0.28% 0.28% 0.28%
................................................................
Total annual fund
operating expenses 1.06% 1.82% 1.82%
................................................................

(1) Reduced for purchases of $100,000 and over. See "Purchase of Shares -- Class
A Shares."

(2) Investments of $1 million or more are not subject to any sales charge at the
time of purchase, but a deferred sales charge of 1.00% may be imposed on
certain redemptions made within eighteen months of the purchase. With
respect to shares purchased prior to December 1, 2004, a deferred sales
charge of 1.00% may be imposed on certain redemptions made within one year
of the purchase. See "Purchase of Shares -- Class A Shares."

(3) The maximum deferred sales charge is 4.00% in the first and second year
after purchase and declines thereafter as follows:

Year 1-4.00%
Year 2-4.00%
Year 3-3.00%
Year 4-2.50%
Year 5-1.50%
After-None

See "Purchase of Shares -- Class B Shares."
(4) The maximum deferred sales charge is 1.00% in the first year after purchase
and 0.00% thereafter. See "Purchase of Shares -- Class C Shares."

(5) Class A Shares are subject to a combined annual distribution and service fee
of up to 0.25% of the average daily net assets attributable to such class of
shares. Class B Shares and Class C Shares are each subject to a combined
annual distribution and service fee of up to 1.00% of the average daily net
assets attributable to such class of shares. See "Purchase of Shares."

(6) While Class B Shares and Class C Shares do not have any front-end sales
charges, their higher ongoing annual expenses (due to higher 12b-1 and
service fees) mean that over time you could end up paying more for these
shares than if you were to pay front-end sales charges for Class A Shares.

Example:

The following example is intended to help you compare the cost of investing in
the Fund with the costs of investing in other mutual funds.

The example assumes that you invest $10,000 in the Fund for the time periods
indicated and then redeem all of your shares at the end of those periods. The
example also assumes that your investment has a 5% return each year and that the
Fund's operating expenses remain the same each year (except for the ten-year
amounts for Class B Shares which reflect the conversion of Class B Shares to
Class A Shares eight years after the end of the calendar month in which the
shares were purchased). Although your actual costs may be higher or lower, based
on these assumptions your costs would be:

ONE THREE FIVE TEN
YEAR YEARS YEARS YEARS
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Class A Shares $578 $797 $1,034 $1,712
....................................................................
Class B Shares $585 $874 $1,137 $1,943*
....................................................................
Class C Shares $285 $574 $ 987 $2,142
....................................................................

You would pay the following expenses if you did not redeem your shares:

ONE THREE FIVE TEN
YEAR YEARS YEARS YEARS
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Class A Shares $578 $797 $1,034 $1,712
....................................................................
Class B Shares $185 $574 $ 987 $1,943*
....................................................................
Class C Shares $185 $574 $ 987 $2,142
....................................................................

* Based on conversion to Class A Shares eight years after the end of the
calendar month in which the shares were purchased.

Investment Objectives,
Principal Investment Strategies and Risks

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INVESTMENT OBJECTIVES

The Fund's primary investment objective is to seek to maximize current income.
Capital appreciation is a secondary objective that the Fund will seek only when
consistent with the Fund's primary investment objective. The Fund's investment
objectives may be changed by the Fund's Board of Trustees without shareholder
approval, but no change is anticipated. If the Fund's investment objectives
change, the Fund will notify shareholders and shareholders should consider
whether the Fund remains an appropriate investment in light of their then
current financial position and needs. There are risks inherent in all
investments in securities; accordingly, there can be no assurance that the Fund
will achieve its investment objectives.

PRINCIPAL INVESTMENT
STRATEGIES AND RISKS

("Moody's") and unrated securities determined by the Fund's investment adviser
to be of comparable quality at the time of purchase. With respect to such
investments, the Fund has not established any limit on the percentage of its
portfolio which may be invested in securities in any one rating category.
Securities rated BB or lower by S&P or rated Ba or lower by Moody's and unrated
securities of comparable quality are regarded as below investment grade and are
commonly referred to as junk bonds, and involve greater risks than investments
in higher-grade securities. Investors should carefully consider the section
below entitled "Risks of Investing in Medium- and Lower-Grade Securities."
Certain types of income securities are subject to additional risks, see
"Additional Information Regarding Certain Income Securities" below.

Under normal market conditions, the Fund invests at least 80% of its net assets
(plus any borrowings for investment purposes) in high yield, high risk corporate
bonds at the time of investment. The Fund's policy in the foregoing sentence may
be changed by the Fund's Board of Trustees, but no change is anticipated; if the
Fund's policy in the foregoing sentence changes, the Fund will notify
shareholders at least 60 days prior to implementation of the change and
shareholders should consider whether the Fund remains an appropriate investment
in light of the changes.

The Fund buys and sells securities with a view towards seeking a high level of
current income and capital appreciation over the long-term. The Fund invests in
a broad range of income securities represented by various companies and
industries and traded on various markets. The Fund's investment adviser uses an
investment strategy of in-depth, fundamental credit analysis and emphasizes
issuers that it believes will remain financially sound and perform well in a
range of market conditions. In its effort to enhance value and diversify the
Fund's portfolio, the Fund's investment adviser may seek investments in cyclical
issues or out-of-favor areas of the market to contribute to the Fund's
performance.

The higher income and potential for capital appreciation sought by the Fund are
generally obtainable from securities in the medium- and lower-credit quality
range. Such securities tend to offer higher yields than higher-grade securities
with the same maturities because the historical conditions of the issuers of
such securities may not have been as strong as those of other issuers. These
securities may be issued in connection with corporate restructurings such as
leveraged buyouts, mergers, acquisitions, debt recapitalization or similar
events. These securities are often issued by smaller, less creditworthy
companies or companies with substantial debt and may include financially
troubled companies or companies in default or in restructuring.

UNDERSTANDING
QUALITY RATINGS

Income securities ratings are based on the issuer's ability to pay
interest and repay the principal. Income securities with ratings above the
bold line in the table are considered "investment grade," while those with
ratings below the bold line are regarded as "noninvestment grade." A
detailed explanation of these and other ratings can be found in the
appendix to this Prospectus.

S&P MOODY'S MEANING
------------------------------------------------------

AAA Aaa Highest quality
......................................................
AA Aa High quality
......................................................
A A Above-average quality
......................................................
BBB Baa Average quality
------------------------------------------------------
BB Ba Below-average quality
......................................................
B B Marginal quality
......................................................
CCC Caa Poor quality
......................................................
CC Ca Highly speculative
......................................................
C C Lowest quality
......................................................
D -- In default
......................................................

Such securities often are subordinated to the prior claims of banks and other
senior lenders. Lower-grade securities are regarded by the rating agencies as
predominantly speculative with respect to the issuer's continuing ability to
meet principal and interest payments. The ratings of S&P and Moody's represent
their opinions of the quality of the income securities they undertake to rate,
but not the market risk of such securities. It should be emphasized however,
that ratings are general and are not absolute standards of quality.

The Fund's investment adviser seeks to minimize the risks involved in investing
in medium- and lower-grade

securities through diversification and a focus on in-depth research and
fundamental credit analysis. In selecting securities for investment, the Fund's
investment adviser considers, among other things, the security's current income
potential, the rating assigned to the security, the issuer's experience and
managerial strength, the financial soundness of the issuer and the outlook of
its industry, changing financial condition, borrowing requirements or debt
maturity schedules, regulatory concerns, and responsiveness to changes in
business conditions and interest rates. The Fund's investment adviser also may
consider relative values based on anticipated cash flow, interest or dividend
coverage, balance sheet analysis and earnings prospects. The investment adviser
evaluates each individual income security for credit quality and value and
attempts to identify higher-yielding securities of companies whose financial
condition has improved since the issuance of such securities or is anticipated
to improve in the future. Because of the number of investment considerations
involved in investing in medium- and lower-grade securities, achievement of the
Fund's investment objectives may be more dependent upon the investment adviser's
credit analysis than is the case with investing in higher-grade securities.

The value of income securities generally varies inversely with changes in
prevailing interest rates. If interest rates rise, income security prices
generally fall; if interest rates fall, income security prices generally rise.
Shorter-term securities are generally less sensitive to interest rate changes
than longer-term securities; thus, for a given change in interest rates, the
market prices of shorter-maturity securities generally fluctuate less than the
market prices of longer-maturity securities. Income securities with shorter
maturities generally offer lower yields than income securities with longer
maturities assuming all other factors, including credit quality, are equal.
Under normal market conditions, the Fund invests at least 65% of its total
assets in corporate bonds and other income securities with maturities greater
than one year and, while the Fund has no policy limiting the maturities of the
debt securities in which it may invest, the Fund's investment adviser seeks to
moderate risk by normally maintaining a portfolio duration of two to six years.
Duration is a measure of the expected life of a debt security that was developed
as a more precise alternative to the concept of "term to maturity." Duration
incorporates a debt security's yield, coupon interest payments, final maturity
and call features into one measurement. A duration calculation looks at the
present value of a security's entire payment stream, whereas term to maturity is
based solely on the date of a security's final principal repayment.

UNDERSTANDING
MATURITIES

An income security can be categorized according to its maturity, which is
the length of time before the issuer must repay the principal.

Term Maturity Level
---------------------------------------------------

1-3 years Short
...................................................
4-10 years Intermediate
...................................................
More than 10 years Long
...................................................

UNDERSTANDING
DURATION

Duration provides an alternative approach to assessing a security's market
risk. Duration measures the expected life of a security by incorporating
the security's yield, coupon interest payments, final maturity and call
features into one measure. Whereas maturity focuses only on the final
principal repayment date of a security, duration looks at the timing and
present value of all of a security's principal, interest or other
payments. Typically, a bond with interest payments due prior to maturity
has a duration less than maturity. A zero coupon bond, which does not make
interest payments prior to maturity, would have the same duration and
maturity.

RISK OF INVESTING IN
MEDIUM- AND LOWER-GRADE SECURITIES

Securities that are in the medium- or lower-grade categories generally offer
higher yields than are offered by higher-grade securities of similar maturities,
but they also generally involve greater risks, such as greater credit risk,
greater market risk and volatility, greater liquidity concerns and potentially
greater manager risk. Investors should carefully consider the risks of owning

shares of a fund which invests in medium- or lower-grade securities before
investing in the Fund.

Credit risk relates to the issuer's ability to make timely payment of interest
and principal when due. Medium-and lower-grade securities are considered more
susceptible to nonpayment of interest and principal or default than higher-grade
securities. Increases in interest rates or changes in the economy may
significantly affect the ability of issuers of medium- or lower-grade income
securities to pay interest and to repay principal, to meet projected financial
goals or to obtain additional financing. In the event that an issuer of
securities held by the Fund experiences difficulties in the timely payment of
principal and interest and such issuer seeks to restructure the terms of its
borrowings, the Fund may incur additional expenses and may determine to invest
additional assets with respect to such issuer or the project or projects to
which the Fund's securities relate. Further, the Fund may incur additional
expenses to the extent that it is required to seek recovery upon a default in
the payment of interest or the repayment of principal on its portfolio holdings,
and the Fund may be unable to obtain full recovery on such amounts.

Market risk relates to changes in market value of a security that occur as a
result of variation in the level of prevailing interest rates and yield
relationships in the income securities market and as a result of real or
perceived changes in credit risk. The value of the Fund's investments can be
expected to fluctuate over time. When interest rates decline, the value of a
portfolio invested in fixed income securities generally can be expected to rise.
Conversely, when interest rates rise, the value of a portfolio invested in fixed
income securities generally can be expected to decline. Income securities with
longer maturities, which may have higher yields, may increase or decrease in
value more than income securities with shorter maturities. However, the
secondary market prices of medium- or lower-grade securities generally are less
sensitive to changes in interest rates and are more sensitive to general adverse
economic changes or specific developments with respect to the particular issuers
than are the secondary market prices of higher-grade securities. A significant
increase in interest rates or a general economic downturn could severely disrupt
the market for medium- or lower-grade securities and adversely affect the market
value of such securities. Such events also could lead to a higher incidence of
default by issuers of medium- or lower-grade securities as compared with
higher-grade securities. In addition, changes in credit risks, interest rates,
the credit markets or periods of general economic uncertainty can be expected to
result in increased volatility in the market price of the medium- or lower-grade
securities in the Fund and thus in the net asset value of the Fund. Adverse
publicity and investor perceptions, whether or not based on rational analysis,
may affect the value, volatility and liquidity of medium- or lower-grade
securities.

The markets for medium- or lower-grade securities may be less liquid than the
markets for higher-grade securities. Liquidity relates to the ability of a fund
to sell a security in a timely manner at a price which reflects the value of
that security. To the extent that there is no established retail market for some
of the medium- or lower-grade securities in which the Fund may invest, trading
in such securities may be relatively inactive. Prices of medium- or lower-grade
securities may decline rapidly in the event a significant number of holders
decide to sell. Changes in expectations regarding an individual issuer of
medium- or lower-grade securities generally could reduce market liquidity for
such securities and make their sale by the Fund more difficult, at least in the
absence of price concessions. The effects of adverse publicity and investor
perceptions may be more pronounced for securities for which no established
retail market exists as compared with the effects on securities for which such a
market does exist. An economic downturn or an increase in interest rates could
severely disrupt the market for such securities and adversely affect the value
of outstanding securities or the ability of the issuers to repay principal and
interest. Further, the Fund may have more difficulty selling such securities in
a timely manner and at their stated value than would be the case for securities
for which an established retail market does exist.

During periods of reduced market liquidity or in the absence of readily
available market quotations for medium- or lower-grade securities held in the
Fund's portfolio, the ability of the Fund to value the Fund's securities becomes
more difficult and the judgment of the Fund may play a greater role in the
valuation of the Fund's securities due to the reduced availability of reliable
objective data.

The Fund may invest in securities not producing immediate cash income, including
securities in default, zero coupon securities or pay-in-kind securities. Prices
on non-cash-paying instruments may be more sensitive to changes in the issuer's
financial condition, fluctuation in interest rates and market demand/supply
imbalances than cash-paying securities with similar credit ratings, and thus may
be more speculative. Special tax considerations are associated with investing in
certain lower-grade securities, such as zero coupon or pay-in-kind securities.
See "Federal Income Taxation" below. The Fund's investment adviser will weigh
these concerns against the expected total returns from such instruments. See
"Additional Information Regarding Certain Income Securities" below.

The Fund may invest in securities rated below B by both Moody's and S&P, common
stocks or other equity securities and income securities on which interest or
dividends are not being paid when such investments are consistent with the
Fund's investment objectives or are acquired as part of a unit consisting of a
combination of income or equity securities. Equity securities as referred to
herein do not include preferred stocks (which the Fund considers income
securities). The Fund will not purchase any such securities which will cause
more than 20% of its total assets to be so invested or which would cause more
than 10% of its total assets to be invested in common stocks, warrants and
options on equity securities at the time of investment.

The Fund's investments may include securities with the lowest-grade assigned by
recognized rating organizations and unrated securities of comparable quality.
Securities assigned the lowest grade ratings include those of companies that are
in default or are in bankruptcy or reorganization. Securities of such companies
are regarded by the rating agencies as having extremely poor prospects of ever
attaining any real investment standing and are usually available at deep
discounts from the face values of the instruments. A security purchased at a
deep discount may currently pay a very high effective yield. In addition, if the
financial condition of the issuer improves, the underlying value of the security
may increase, resulting in capital appreciation. If the company defaults on its
obligations or remains in default, or if the plan of reorganization does not
provide sufficient payments for debtholders, the deep discount securities may
stop generating income and lose value or become worthless. The Fund's investment
adviser will balance the benefits of deep discount securities with their risks.
While a diversified portfolio may reduce the overall impact of a deep discount
security that is in default or loses its value, the risk cannot be eliminated.

Few medium- and lower-grade income securities are listed for trading on any
national securities exchange, and issuers of medium- and lower-grade income
securities may choose not to have a rating assigned to their obligations by any
nationally recognized statistical rating organization. As a result, the Fund's
portfolio may consist of a higher portion of unlisted or unrated securities as
compared with an investment company that invests primarily in higher-grade
securities. Unrated securities are usually not as attractive to as many buyers
as are rated securities, a factor which may make unrated securities less
marketable. These factors may have the effect of limiting the availability of
the securities for purchase by the Fund and may also limit the ability of the
Fund to sell such securities at their fair value either to meet redemption
requests or in response to changes in the economy or the financial markets.
Further, to the extent the Fund owns or may acquire illiquid or restricted
medium- or lower-grade securities, these securities may involve special
registration responsibilities, liabilities and costs, and liquidity and
valuation difficulties.

The Fund will rely on its investment adviser's judgment, analysis and experience
in evaluating the creditworthiness of an issuer. The amount of available
information about the financial condition of certain medium- or lower-grade
issuers may be less extensive than other issuers. In its analysis, the Fund's
investment adviser may consider the credit ratings of recognized rating
organizations in evaluating securities although the investment adviser does not
rely primarily on these ratings. Credit ratings of securities rating
organizations evaluate only the safety of principal and interest payments, not
the market risk. In addition, ratings are general and not absolute standards of
quality, and credit ratings are subject to the risk that the creditworthiness of
an issuer may change and the rating agencies may fail to change such ratings in
a timely fashion. A rating downgrade does not require the Fund to dispose of a
security. The Fund's investment adviser continuously monitors the issuers of
securities held in the Fund. Additionally, since most foreign income securities
are not rated, the Fund will invest in such

securities based on the analysis of the Fund's investment adviser without any
guidance from published ratings. Because of the number of investment
considerations involved in investing in medium- or lower-grade securities and
foreign income securities, achievement of the Fund's investment objectives may
be more dependent upon the credit analysis of the Fund's investment adviser than
is the case with investing in higher-grade securities.

New or proposed laws may have an impact on the market for medium- or lower-grade
securities. The Fund's investment adviser is unable at this time to predict what
effect, if any, legislation may have on the market for medium- or lower-grade
securities.

Special tax considerations are associated with investing in certain medium- or
lower-grade securities, such as zero coupon or pay-in-kind securities. See
"Federal Income Taxation" below.

The table below sets forth the percentages of the Fund's assets during the
fiscal year ended August 31, 2004 invested in the various rating categories
(based on the higher of the S&P or Moody's ratings) and in unrated debt
securities. The percentages are based on the dollar-weighted average of credit
ratings of all securities held by the Fund during the 2004 fiscal year computed
on a monthly basis.

FISCAL YEAR ENDED AUGUST 31, 2004
UNRATED SECURITIES OF
RATED SECURITIES COMPARABLE QUALITY
RATING (AS A PERCENTAGE OF (AS A PERCENTAGE OF
CATEGORY PORTFOLIO VALUE) PORTFOLIO VALUE)
-----------------------------------------------------------------------

AAA/Aaa 0.00% 0.00%
.......................................................................
AA/Aa 0.00% 0.00%
.......................................................................
A/A 0.00% 0.00%
.......................................................................
BBB/Baa 3.09% 0.26%
.......................................................................
BB/Ba 28.13% 0.03%
.......................................................................
B/B 51.42% 1.64%
.......................................................................
CCC/Caa 10.87% 0.85%
.......................................................................
CC/Ca 0.31% 0.00%
.......................................................................
C/C 0.65% 0.00%
.......................................................................
D 0.14% 0.21%
.......................................................................
Equities 2.40% 0.00%
.......................................................................
Percentage of
Rated and Unrated
Debt Securities 97.01% 2.99%
.......................................................................

The percentage of the Fund's assets invested in securities of various grades may
vary from time to time from those listed above.

ADDITIONAL INFORMATION REGARDING

CERTAIN INCOME SECURITIES

Zero coupon securities are income securities that do not entitle the holder to
any periodic payment of interest prior to maturity or a specified date when the
securities begin paying current interest. They are issued and traded at a
discount from their face amounts or par value, which discount varies depending
on the time remaining until cash payments begin, prevailing interest rates,
liquidity of the security and the perceived credit quality of the issuer.
Because such securities do not entitle the holder to any periodic payments of
interest prior to maturity, this prevents any reinvestment of interest payments
at prevailing interest rates if prevailing interest rates rise. On the other
hand, because there are no periodic interest payments to be reinvested prior to
maturity, zero coupon securities eliminate the reinvestment risk and may lock in
a favorable rate of return to maturity if interest rates drop.

Payment-in-kind securities are income securities that pay interest through the
issuance of additional securities. Prices on such non-cash-paying instruments
may be more sensitive to changes in the issuer's financial condition,
fluctuations in interest rates and market demand/supply imbalances than
cash-paying securities with similar credit ratings, and thus may be more
speculative than are securities that pay interest periodically in cash.

Special tax considerations are associated with investing in zero coupon and
pay-in-kind securities. See "Federal Income Taxation" below. The Fund's
investment adviser will weigh these concerns against the expected total returns
from such instruments.

RISKS OF INVESTING IN
SECURITIES OF FOREIGN ISSUERS

believes that in certain instances such securities of foreign issuers may
provide higher yields than securities of domestic issuers which have similar
maturities.

Investments in securities of foreign issuers present certain risks not
ordinarily associated with investments in securities of U.S. issuers. These
risks include fluctuations in foreign currency exchange rates, political,
economic or legal developments (including war or other instability,
expropriation of assets, nationalization and confiscatory taxation), the
imposition of foreign exchange limitations (including currency blockage),
withholding taxes on income or capital transactions or other restrictions,
higher transaction costs (including higher brokerage, custodial and settlement
costs and currency conversion costs) and possible difficulty in enforcing
contractual obligations or taking judicial action. Securities of foreign issuers
may not be as liquid and may be more volatile than comparable securities of
domestic issuers.

In addition, there often is less publicly available information about many
foreign issuers, and issuers of foreign securities are subject to different,
often less comprehensive, auditing, accounting and financial reporting
disclosure requirements than domestic issuers. There is generally less
government regulation of exchanges, brokers and listed companies abroad than in
the United States and, with respect to certain foreign countries, there is a
possibility of expropriation or confiscatory taxation, or diplomatic
developments which could affect investment in those countries. Because there is
usually less supervision and governmental regulation of foreign exchanges,
brokers and dealers than there is in the United States, the Fund may experience
settlement difficulties or delays not usually encountered in the United States.

Delays in making trades in securities of foreign issuers relating to volume
constraints, limitations or restrictions, clearance or settlement procedures, or
otherwise could impact yields and result in temporary periods when assets of the
Fund are not fully invested or attractive investment opportunities are foregone.

The Fund may invest in securities of issuers determined by the investment
adviser to be in developing or emerging market countries. Investments in
securities of issuers in developing or emerging market countries are subject to
greater risks than investments in securities of developed countries since
emerging market countries tend to have economic structures that are less diverse
and mature and political systems that are less stable than developed countries.

In addition to the increased risks of investing in securities of foreign
issuers, there are often increased transaction costs associated with investing
in securities of foreign issuers including the costs incurred in connection with
converting currencies, higher foreign brokerage or dealer costs and higher
settlement costs or custodial costs.

Since the Fund may invest in securities denominated or quoted in currencies
other than the U.S. dollar, the Fund may be affected by changes in foreign
currency exchange rates (and exchange control regulations) which affect the
value of investments in the Fund and the accrued income and appreciation or
depreciation of the investments. Changes in foreign currency exchange rates
relative to the U.S. dollar will affect the U.S. dollar value of the Fund's
assets denominated in that currency and the Fund's return on such assets as well
as any temporary uninvested reserves in bank deposits in foreign currencies. In
addition, the Fund will incur costs in connection with conversions between
various currencies.

The Fund may invest in securities of foreign issuers in the form of depositary
receipts. Depositary receipts involve substantially identical risks to those
associated with direct investment in securities of foreign issuers. In addition,
the underlying issuers of certain depositary receipts, particularly unsponsored
or unregistered depositary receipts, are under no obligation to distribute
shareholder communications to the holders of such receipts, or to pass through
to them any voting rights with respect to the deposited securities.

STRATEGIC TRANSACTIONS

The Fund may, but is not required to, use various investment strategic
transactions, including options, futures contracts and options on futures
contracts, in several different ways depending upon the status of the Fund's
investments and the expectations of the Fund's investment adviser concerning the
securities markets. Although the Fund's investment adviser seeks to use these
transactions to achieve the Fund's investment objectives, no assurance can be
given that the use of these transactions will achieve this result.

The Fund can engage in options transactions on securities, indices or on futures
contracts to attempt to manage the Fund's risk in advancing or declining
markets. For example, the value of a put option generally increases as the value
of the underlying security declines. Value is protected against a market decline
to the degree the performance of the put correlates with the performance of the
Fund's investment portfolio. If the market remains stable or advances, the Fund
can refrain from exercising the put and its portfolio will participate in the
advance, having incurred only the premium cost for the put.

The Fund is authorized to purchase and sell listed and over-the-counter options
("OTC Options"). OTC Options are subject to certain additional risks including
default by the other party to the transaction and the liquidity of the
transactions.

The Fund may enter into contracts for the purchase or sale for future delivery
of fixed-income securities or contracts based on financial indices including any
index of U.S. government securities or foreign government securities (futures
contracts) and may purchase and write put and call options to buy or sell
futures contracts (options on futures contracts). A sale of a futures contract
means the acquisition of a contractual obligation to deliver the securities
called for by the contract at a specified price on a specified date. A purchase
of a futures contract means the incurring of a contractual obligation to acquire
the securities called for by the contract at a specified price on a specified
date. The purchaser of a futures contract on an index agrees to take delivery of
an amount of cash equal to the difference between a specified multiple of the
value of the index on the expiration date of the contract and the price at which
the contract was originally struck. No physical delivery of the fixed-income
securities underlying the index is made. These investment techniques generally
are used to protect against anticipated future changes in interest or exchange
rates which otherwise might either adversely affect the value of the Fund's
portfolio securities or adversely affect the price of securities which the Fund
intends to purchase at a later date.

In certain cases, the options and futures contract markets provide investment or
risk management opportunities that are not available from direct investments in
underlying securities. In addition, some strategies can be performed with
greater ease and at lower cost by utilizing the options and futures contract
markets rather than purchasing or selling portfolio securities. However, such
transactions involve risks different from those involved with direct investments
in underlying securities. For example, there may be an imperfect correlation
between the value of the instruments and the underlying assets. In addition, the
use of these transactions includes the risks of default by the other party to
certain transactions. The Fund may incur losses in using these transactions that
partially or completely offset gains in portfolio positions. These transactions
may not be liquid and involve manager risk. In addition, such transactions may
involve commissions and other costs, which may increase the Fund's expenses and
reduce its return.

A more complete discussion of options, futures contracts and options on futures
contracts and their risks is contained in the Fund's Statement of Additional
Information. The Statement of Additional Information can be obtained by
investors free of charge as described on the back cover of this Prospectus.

OTHER INVESTMENTS AND RISK FACTORS

For cash management purposes, the Fund may engage in repurchase agreements with
broker-dealers, banks and other financial institutions to earn a return on
temporarily available cash. Such transactions are subject to the risk of default
by the other party.

The Fund may invest up to 15% of its net assets in illiquid securities and
certain restricted securities. Such securities may be difficult or impossible to
sell at the time and the price that the Fund would like. Thus, the Fund may have
to sell such securities at a lower price, sell other securities instead to
obtain cash or forego other investment opportunities.

Further information about these types of investments and other investment
practices that may be used by the Fund is contained in the Fund's Statement of
Additional Information.

costs (including brokerage commissions or dealer costs), which would adversely
impact a fund's performance. Higher portfolio turnover may result in the
realization of more short-term capital gains than if a fund had lower portfolio
turnover. The turnover rate will not be a limiting factor, however, if the
Fund's investment adviser considers portfolio changes appropriate. The Fund's
portfolio turnover rate is reported in the section entitled "Financial
Highlights."

TEMPORARY DEFENSIVE STRATEGY. When market conditions dictate a more defensive
investment strategy, the Fund may, on a temporary basis, hold cash or invest a
portion or all of its assets in securities issued or guaranteed by the U.S.
government, its agencies or instrumentalities, prime commercial paper,
certificates of deposit, bankers' acceptances and other obligations of domestic
banks having total assets of at least $500 million, repurchase agreements and
short-term money market instruments. Under normal market conditions, the yield
on these securities will tend to be lower than the yield on other securities
that may be owned by the Fund. In taking such a defensive position, the Fund
would temporarily not be pursuing and may not achieve its investment objectives.

Investment
Advisory Services

-------------------------------------------------------------------------------

THE ADVISER. Van Kampen Asset Management is the Fund's investment adviser (the
"Adviser"). The Adviser is a wholly owned subsidiary of Van Kampen Investments
Inc. ("Van Kampen Investments"). Van Kampen Investments is a diversified asset
management company that administers more than three million retail investor
accounts, has extensive capabilities for managing institutional portfolios and
has more than $90 billion under management or supervision as of September 30,
2004. Van Kampen Investments has more than 40 open-end funds, more than 30
closed-end funds and more than 2,700 unit investment trusts that are distributed
by authorized dealers nationwide. Van Kampen Funds Inc., the distributor of the
Fund (the "Distributor") and the sponsor of the funds mentioned above, is also a
wholly owned subsidiary of Van Kampen Investments. Van Kampen Investments is an
indirect wholly owned subsidiary of Morgan Stanley, a preeminent global
financial services firm that maintains leading market positions in each of its
three primary businesses: securities, asset management and credit services.
Morgan Stanley is a full service securities firm engaged in securities trading
and brokerage activities, investment banking, research and analysis, financing
and financial advisory services. The Adviser's principal office is located at
1221 Avenue of the Americas, New York, New York 10020.

ADVISORY AGREEMENT. The Fund retains the Adviser to manage the investment of its
assets and to place orders for the purchase and sale of its portfolio
securities. Under an investment advisory agreement between the Adviser and the
Fund (the "Advisory Agreement"), the Fund pays the Adviser a monthly fee
computed based upon an annual rate applied to the average daily net assets of
the Fund as follows:

AVERAGE DAILY NET ASSETS % PER ANNUM
--------------------------------------------------

First $150 million 0.625%
..................................................
Next $150 million 0.550%
..................................................
Over $300 million 0.500%
..................................................

Applying this fee schedule, the effective advisory fee rate was 0.54% of the
Fund's average daily net assets for the Fund's fiscal year ended August 31,
2004. The Fund's average daily net assets are determined by taking the average
of all of the determinations of the net assets during a given calendar month.
Such fee is payable for each calendar month as soon as practicable after the end
of that month.

The Adviser furnishes offices, necessary facilities and equipment, and provides
administrative services to the Fund. The Fund pays all charges and expenses of
its day-to-day operations, including service fees, distribution fees, custodian
fees, legal and independent accountant fees, the costs of reports and proxies to
shareholders, compensation of trustees of the Fund (other than those who are
affiliated persons of the Adviser, Distributor or Van Kampen Investments) and
all other ordinary business expenses not specifically assumed by the Adviser.

From time to time, the Adviser or the Distributor may voluntarily undertake to
reduce the Fund's expenses by reducing the fees payable to them or by reducing
other

expenses of the Fund in accordance with such limitations as the Adviser or
Distributor may establish.

PORTFOLIO MANAGEMENT. The Fund is managed by the Adviser's Taxable Fixed Income
team. The team is made up of established investment professionals. Current
members of the team include Sheila A. Finnerty, a Managing Director of the
Adviser, Gordon W. Loery, an Executive Director of the Adviser, and Joshua
Givelber and Chad Liu, Vice Presidents of the Adviser. The composition of the
team may change without notice from time to time.

Purchase of Shares

-------------------------------------------------------------------------------

GENERAL

This Prospectus offers three classes of shares of the Fund, designated as Class
A Shares, Class B Shares and Class C Shares. Other classes of shares of the Fund
may be offered through one or more separate prospectuses of the Fund. By
offering multiple classes of shares, the Fund permits each investor to choose
the class of shares that is most beneficial given the type of investor, the
amount to be invested and the length of time the investor expects to hold the
shares. As described more fully below, each class of shares offers a distinct
structure of sales charges, distribution and service fees and other features
that are designed to address a variety of needs.

Each class of shares of the Fund represents an interest in the same portfolio of
investments of the Fund and has the same rights except that (i) Class A Shares
generally bear the sales charge expenses at the time of purchase while Class B
Shares and Class C Shares generally bear the sales charge expenses at the time
of redemption and any expenses (including higher distribution fees and transfer
agency costs) resulting from such deferred sales charge arrangement, (ii) each
class of shares has exclusive voting rights with respect to approvals of the
Rule 12b-1 distribution plan and the service plan (each as described below)
under which the class's distribution fee and/or service fee is paid, (iii) each
class of shares has different exchange privileges, (iv) certain classes of
shares are subject to a conversion feature, and (v) certain classes of shares
have different shareholder service options available.

PRICING FUND SHARES

The offering price of the Fund's shares is based upon the Fund's net asset value
per share (plus sales charges, where applicable). The net asset values per share
of the Class A Shares, Class B Shares and Class C Shares are generally expected
to be substantially the same. The differences among the classes' per share net
asset values reflect the daily expense accruals of the higher distribution fees
and transfer agency costs applicable to the Class B Shares and Class C Shares
and the differential in the dividends that may be paid on each class of shares.

The net asset value per share for each class of shares of the Fund is determined
once daily as of the close of trading on the New York Stock Exchange (the
"Exchange") (currently 4:00 p.m., New York time) each day the Exchange is open
for trading except on any day on which no purchase or redemption orders are
received or there is not a sufficient degree of trading in the Fund's portfolio
securities such that the Fund's net asset value per share might be materially
affected. The Fund's Board of Trustees reserves the right to calculate the net
asset value per share and adjust the offering price more frequently than once
daily if deemed desirable. Net asset value per share for each class is
determined by dividing the value of the Fund's portfolio securities, cash and
other assets (including accrued interest) attributable to such class, less all
liabilities (including accrued expenses) attributable to such class, by the
total number of shares of the class outstanding.

Such computation is made by using prices as of the close of trading on the
Exchange and (i) valuing securities listed or traded on a domestic securities
exchange at the last reported sale price or, if there has been no sale that day,
at the mean between the last reported bid and asked prices and valuing
securities listed or traded on a foreign securities exchange at the last
reported sale price or the latest bid price, (ii) valuing over-the-counter
securities at the NASDAQ Official Closing Price or, if there has been no sale
that day, at the mean between the last reported bid and asked prices, (iii)
valuing unlisted securities at the mean between the last reported bid and asked
prices obtained from reputable brokers, and (iv) valuing any securities for
which market quotations are not readily available and any other assets at their
fair value as determined in good faith by the Adviser in accordance with

procedures established by the Fund's Board of Trustees. In cases where a
security is traded on more than one exchange, the security is valued on the
exchange designated as the primary market. Securities with remaining maturities
of 60 days or less are valued at amortized cost, which approximates market
value. See the financial statements and notes thereto in the Fund's Annual
Report.

DISTRIBUTION PLAN AND SERVICE PLAN

The Fund has adopted a distribution plan (the "Distribution Plan") with respect
to each of its Class A Shares, Class B Shares and Class C Shares pursuant to
Rule 12b-1 under the Investment Company Act of 1940, as amended (the "1940
Act"). The Fund also has adopted a service plan (the "Service Plan") with
respect to each such class of its shares. Under the Distribution Plan and the
Service Plan, the Fund pays distribution fees in connection with the sale and
distribution of its shares and service fees in connection with the provision of
ongoing services to shareholders of each such class and the maintenance of
shareholder accounts.

The amount of distribution fees and service fees varies among the classes
offered by the Fund. Because these fees are paid out of the Fund's assets on an
ongoing basis, these fees will increase the cost of your investment in the Fund.
By purchasing a class of shares subject to higher distribution fees and service
fees, you may pay more over time than on a class of shares with other types of
sales charge arrangements. Long-term shareholders may pay more than the economic
equivalent of the maximum front-end sales charges permitted by the rules of the
NASD. The net income attributable to a class of shares will be reduced by the
amount of the distribution fees and service fees and other expenses of the Fund
associated with that class of shares.

To assist investors in comparing classes of shares, the tables under the
Prospectus heading "Fees and Expenses of the Fund" provide a summary of sales
charges and expenses and an example of the sales charges and expenses of the
Fund applicable to each class of shares offered herein.

HOW TO BUY SHARES

The shares are offered on a continuous basis through the Distributor as
principal underwriter, which is located at 1221 Avenue of the Americas, New
York, New York 10020. Shares may be purchased through members of the NASD who
are acting as securities dealers ("dealers") and NASD members or eligible
non-NASD members who are acting as brokers or agents for investors ("brokers").
Dealers and brokers are sometimes referred to herein as authorized dealers.

Shares may be purchased on any business day by completing the account
application form and forwarding it, directly or through an authorized dealer,
administrator, custodian, trustee, record keeper or financial adviser, to the
Fund's shareholder service agent, Van Kampen Investor Services Inc. ("Investor
Services"), a wholly owned subsidiary of Van Kampen Investments. When purchasing
shares of the Fund, investors must specify whether the purchase is for Class A
Shares, Class B Shares or Class C Shares by selecting the correct Fund number on
the account application form. Sales personnel of authorized dealers distributing
the Fund's shares are entitled to receive compensation for selling such shares
and may receive differing compensation for selling Class A Shares, Class B
Shares or Class C Shares.

The Adviser and/or the Distributor may pay compensation (out of their own funds
and not as an expense of the Fund) to certain affiliated or unaffiliated
authorized dealers in connection with the sale or retention of Fund shares
and/or shareholder servicing. Such compensation may be significant in amount and
the prospect of receiving, or the receipt of, such compensation may provide both
affiliated and unaffiliated entities, and their representatives or employees,
with an incentive to favor sales of shares of the Fund over other investment
options. Any such payments will not change the net asset value or the price of
the Fund's shares. For more information, please see the Fund's Statement of
Additional Information and/or contact your authorized dealer.

The offering price for shares is based upon the next determined net asset value
per share (plus sales charges, where applicable) after an order is received
timely by Investor Services. Purchases completed through an authorized dealer,
administrator, custodian, trustee, record keeper or financial adviser may
involve additional fees charged by such person. Orders received by Investor
Services prior to the close of the Exchange, and orders received by authorized
dealers, administrators, custodians, trustees, record keepers or financial
advisers

prior to the close of the Exchange that are properly transmitted to Investor
Services by the time designated by Investor Services, are priced based on the
date of receipt. Orders received by Investor Services after the close of the
Exchange, and orders received by authorized dealers, administrators, custodians,
trustees, record keepers or financial advisers after the close of the Exchange
or orders received by such persons that are not transmitted to Investor Services
until after the time designated by Investor Services, are priced based on the
date of the next determined net asset value per share provided they are received
timely by Investor Services on such date. It is the responsibility of authorized
dealers, administrators, custodians, trustees, record keepers or financial
advisers to transmit orders received by them to Investor Services so they will
be received in a timely manner.

Investor accounts will automatically be credited with additional shares of the
Fund after any Fund distributions, such as dividends and capital gain dividends,
unless the investor instructs the Fund otherwise. Investors wishing to receive
cash instead of additional shares should contact the Fund by visiting our web
site at www.vankampen.com, by writing to the Fund, c/o Van Kampen Investor
Services Inc., PO Box 947, Jersey City, New Jersey 07303-0947 or by telephone at
(800) 847-2424.

There is no minimum investment amount when establishing an account with the
Fund. However, the Fund may redeem any shareholder account (other than
retirement accounts and accounts established through a broker for which the
transfer agent does not have discretion to initiate transactions) that has been
open for one year or more and has a balance of less than $1,000. Shareholders
will receive written notice at least 60 days in advance of any involuntary
redemption and will be given the opportunity to purchase at net asset value
without sales charge the number of additional shares needed to bring the account
value to $1,000. There will be no involuntary redemption if the value of the
account is less than $1,000 due to market depreciation.

To help the government fight the funding of terrorism and money laundering
activities, federal law requires all financial institutions to obtain, verify,
and record information that identifies each person who opens an account. What
this means to you: when you open an account, you will be asked to provide your
name, address, date of birth, and other information that will allow us to
identify you. The Fund and the Distributor reserve the right to not open your
account if this information is not provided. If the Fund or the Distributor is
unable to verify your identity, the Fund and the Distributor reserve the right
to restrict additional transactions and/or liquidate your account at the next
calculated net asset value after the account is closed (minus any applicable
sales or other charges) or take any other action required by law.

CLASS A SHARES

Class A Shares of the Fund are sold at the offering price, which is net asset
value plus an initial maximum sales charge of up to 4.75% (or 4.99% of the net
amount invested), reduced on investments of $100,000 or more as follows:

CLASS A SHARES
SALES CHARGE SCHEDULE*

AS % OF AS % OF
SIZE OF OFFERING NET AMOUNT
INVESTMENT PRICE INVESTED
----------------------------------------------------------------

Less than $100,000 4.75% 4.99%
................................................................
$100,000 but less than
$250,000 3.75% 3.90%
................................................................
$250,000 but less than
$500,000 2.75% 2.83%
................................................................
$500,000 but less than
$1,000,000 2.00% 2.04%
................................................................
$1,000,000 or more * *
................................................................

* The actual sales charge that may be paid by an investor may differ slightly
from the sales charge shown above due to rounding that occurs in the
calculation of the offering price and in the number of shares purchased.

** No sales charge is payable at the time of purchase on investments of $1
million or more, although for such investments the Fund may impose a
contingent deferred sales charge of 1.00% on certain redemptions made within
eighteen months of the purchase. With respect to shares purchased prior to
December 1, 2004, a contingent deferred sales charge of 1.00% may be imposed
on certain redemptions made within one year of the purchase. The contingent
deferred sales charge is assessed on an amount equal to the lesser of the
then current market value of the shares or the historical cost of the shares
(which is the amount actually paid for the shares at the time of original
purchase) being redeemed. Accordingly, no sales charge is imposed on
increases in net asset value above the initial purchase price. Shareholders
should retain any records necessary to substantiate the historical cost of
their shares, as the Fund and authorized dealers may not retain this
information.

No sales charge is imposed on Class A Shares received from reinvestment of
dividends or capital gain dividends.

Under the Distribution Plan and the Service Plan, the Fund may spend up to a
total of 0.25% per year of the Fund's average daily net assets with respect to
Class A Shares of the Fund.

CLASS A SHARES QUANTITY DISCOUNTS

Investors purchasing Class A Shares may, under certain circumstances described
below, be entitled to pay reduced or no sales charges. A person eligible for a
reduced sales charge includes an individual, his or her spouse and children
under 21 years of age and any corporation, partnership or sole proprietorship
which is 100% owned, either alone or in combination, by any of the foregoing; a
trustee or other fiduciary purchasing for a single trust or for a single
fiduciary account, or a "company" as defined in Section 2(a)(8) of the 1940 Act.

As used herein, "Participating Funds" refers to Van Kampen open-end investment
companies advised by the Adviser and distributed by the Distributor as
determined from time to time by the Fund's Board of Trustees.

Investors must notify the Fund or their authorized dealer at the time of the
purchase order whenever a quantity discount is applicable to purchases and may
be required to provide the Fund, or their authorized dealer, with certain
information or records to verify eligibility for a quantity discount. Such
information or records may include account statements or other records for
shares of the Fund or other Participating Funds in all accounts (e.g.,
retirement accounts) of the investor and other eligible persons, as described
above, which may include accounts held at the Fund or at other authorized
dealers. Upon such notification, an investor will pay the lowest applicable
sales charge. Shareholders should retain any records necessary to substantiate
the purchase price of the shares, as the Fund and authorized dealers may not
retain this information.

Quantity discounts may be modified or terminated at any time. For more
information about quantity discounts, investors should contact the Fund, their
authorized dealer or the Distributor.

VOLUME DISCOUNTS. The size of investment shown in the Class A Shares sales
charge table applies to the total dollar amount being invested by any person in
shares of the Fund, or in any combination of shares of the Fund and shares of
other Participating Funds, although other Participating Funds may have different
sales charges.

CUMULATIVE PURCHASE DISCOUNT. The size of investment shown in the Class A Shares
sales charge table may also be determined by combining the amount

being invested in shares of the Participating Funds plus the current offering
price of all shares of the Participating Funds currently owned.

LETTER OF INTENT. A Letter of Intent provides an opportunity for an investor to
obtain a reduced sales charge by aggregating investments over a 13-month period
to determine the sales charge as outlined in the Class A Shares sales charge
table. The size of investment shown in the Class A Shares sales charge table
includes purchases of shares of the Participating Funds in Class A Shares over a
13-month period based on the total amount of intended purchases plus the current
offering price of all shares of the Participating Funds previously purchased and
still owned. An investor may elect to compute the 13-month period starting up to
90 days before the date of execution of a Letter of Intent. Each investment made
during the period receives the reduced sales charge applicable to the total
amount of the investment goal. The Letter of Intent does not preclude the Fund
(or any other Participating Fund) from discontinuing the sale of its shares. The
initial purchase must be for an amount equal to at least 5% of the minimum total
purchase amount of the level selected. If trades not initially made under a
Letter of Intent subsequently qualify for a lower sales charge through the
90-day backdating provisions, an adjustment will be made at the expiration of
the Letter of Intent to give effect to the lower sales charge. Such adjustment
in sales charge will be used to purchase additional shares. The Fund initially
will escrow shares totaling 5% of the dollar amount of the Letter of Intent to
be held by Investor Services in the name of the shareholder. In the event the
Letter of Intent goal is not achieved within the specified period, the investor
must pay the difference between the sales charge applicable to the purchases
made and the reduced sales charges previously paid. Such payments may be made
directly to the Distributor or, if not paid, the Distributor will liquidate
sufficient escrowed shares to obtain the difference.

CLASS A SHARES
PURCHASE PROGRAMS

Purchasers of Class A Shares may be entitled to reduced or no initial sales
charges in connection with the unit investment trust reinvestment program and
purchases by registered representatives of selling firms or purchases by persons
affiliated with the Fund or the Distributor. The Fund reserves the right to
modify or terminate these arrangements at any time.

UNIT INVESTMENT TRUST REINVESTMENT PROGRAM. The Fund permits unitholders of unit
investment trusts to reinvest distributions from such trusts in Class A Shares
of the Fund at net asset value without a sales charge if the administrator of an
investor's unit investment trust program meets certain uniform criteria relating
to cost savings by the Fund and the Distributor. The offering price for all
other investments made from unit investment trust distributions will be net
asset value plus an initial maximum sales charge of up to 1.00% (1.01% of the
net amount invested). Of this amount, the Distributor will pay to the authorized
dealer, if any, through which such participation in the qualifying program was
initiated 0.50% of the offering price as a dealer concession or agency
commission. Persons desiring more information with respect to this program,
including the terms and conditions that apply to the program, should contact
their authorized dealer or the Distributor.

The administrator of such a unit investment trust must have an agreement with
the Distributor pursuant to which the administrator will (1) submit a single
bulk order and make payment with a single remittance for all investments in the
Fund during each distribution period by all investors who choose to invest in
the Fund through the program and (2) provide Investor Services with appropriate
backup data for each investor participating in the program in a computerized
format fully compatible with Investor Services' processing system.

To obtain these special benefits, all dividends and other distributions from the
Fund must be reinvested in additional shares and there cannot be any systematic
withdrawal program. The Fund will send account activity statements to such
participants on a quarterly basis only, even if their investments are made more
frequently. The Fund reserves the right to modify or terminate this program at
any time.

NET ASSET VALUE PURCHASE OPTIONS. Class A Shares of the Fund may be purchased at
net asset value without a sales charge, generally upon written assurance that
the purchase is made for investment purposes

and that the shares will not be resold except through redemption by the Fund,
by:

(1) Current or retired trustees or directors of funds advised by Morgan Stanley
and any of its subsidiaries and such persons' families and their beneficial
accounts.

(2) Current or retired directors, officers and employees of Morgan Stanley and
any of its subsidiaries; employees of an investment subadviser to any fund
described in (1) above or an affiliate of such subadviser; and such
persons' families and their beneficial accounts.

(3) Directors, officers, employees and, when permitted, registered
representatives, of financial institutions that have a selling group
agreement with the Distributor and their spouses and children under 21
years of age when purchasing for any accounts they beneficially own, or, in
the case of any such financial institution, when purchasing for retirement
plans for such institution's employees; provided that such purchases are
otherwise permitted by such institutions.

(4) Registered investment advisers or financial planners who charge a fee for
their services, trust companies and bank trust departments investing on
their own behalf or on behalf of their clients. The Distributor may pay
authorized dealers through which purchases are made an amount up to 0.50%
of the amount invested, over a 12-month period.

(5) Trustees and other fiduciaries purchasing shares for retirement plans which
invest in multiple fund families through broker-dealer retirement plan
alliance programs that have entered into agreements with the Distributor
and which are subject to certain minimum size and operational requirements.
Trustees and other fiduciaries should refer to the Statement of Additional
Information for further details with respect to such alliance programs.

(6) Beneficial owners of shares of Participating Funds held by a retirement
plan or held in a tax-advantaged retirement account who purchase shares of
the Fund with proceeds from distributions from such a plan or retirement
account other than distributions taken to correct an excess contribution.

(7) Accounts as to which a bank or broker-dealer charges an account management
fee ("wrap accounts"), provided the bank or broker-dealer has a separate
agreement with the Distributor.

(8) Trusts created under pension, profit sharing or other employee benefit
plans, or custodial accounts held by a bank created pursuant to Section
403(b) of the Internal Revenue Code of 1986, as amended (the "Code"), and
sponsored by nonprofit organizations defined under Section 501(c)(3) of the
Code and assets held by an employer or trustee in connection with an
eligible deferred compensation plan under Section 457 of the Code or in a
"rabbi trust" that meets certain uniform criteria established by the
Distributor from time to time. Such plans will qualify for purchases at net
asset value provided, for plans initially establishing accounts with the
Distributor in the Participating Funds after January 1, 2000, that (a) the
total plan assets are at least $1 million or (b) such shares are purchased
by an employer sponsored plan with more than 100 eligible employees. Such
plans that have been established with a Participating Fund based on net
asset value purchase privileges previously in effect will be qualified to
purchase shares of the Participating Funds at net asset value. Retirement
plans distributed by the Distributor will not be eligible for net asset
value purchases based on the aggregate investment made by the plan or the
number of eligible employees, except under certain uniform criteria
established by the Distributor from time to time. Effective December 1,
2004, a commission will be paid to authorized dealers who initiate and are
responsible for such purchases within a rolling twelve-month period as
follows: 1.00% on sales of $1 million to $2 million, plus 0.75% on the next
$1 million, plus 0.50% on the next $2 million, plus 0.25% on the excess
over $5 million. With respect to shares purchased prior to December 1,
2004, a commission will be paid to authorized dealers who initiate and are
responsible for such purchases within a rolling twelve-month period as
follows: 1.00% on sales to $2 million, plus 0.80% on the next $1 million,
plus 0.50% on the next

$47 million, plus 0.25% on the excess over $50 million.

(9) Individuals who are members of a "qualified group." For this purpose, a
qualified group is one which (i) has been in existence for more than six
months, (ii) has a purpose other than to acquire shares of the Fund or
similar investments, (iii) has given and continues to give its endorsement
or authorization, on behalf of the group, for purchase of shares of the
Fund and Participating Funds, (iv) has a membership that the authorized
dealer can certify as to the group's members and (v) satisfies other
uniform criteria established by the Distributor for the purpose of
realizing economies of scale in distributing such shares. A qualified group
does not include one whose sole organizational nexus, for example, is that
its participants are credit card holders of the same institution, policy
holders of an insurance company, customers of a bank or broker-dealer,
clients of an investment adviser or other similar groups. Effective
December 1, 2004, shares purchased in each group's participant account in
connection with this privilege will be subject to a contingent deferred
sale charge of 1.00% in the event of redemption within eighteen months of
purchase and a commission will be paid to authorized dealers who initiate
and are responsible for such sales to individual as follows: 1.00% on sales
of $1 million to $2 million, plus 0.75% on the next $1 million, plus 0.50%
on the next $2 million, plus 0.25% on the excess over $5 million. With
respect to shares purchased prior to December 1, 2004, shares purchased in
each group's participant account in connection with this privilege will be
subject to a contingent deferred sales charge of 1.00% in the event of
redemption within one year of purchase, and a commission will be paid to
authorized dealers who initiate and are responsible for such sales to each
individual as follows: 1.00% on sales to $2 million, plus 0.80% on the next
$1 million, plus 0.50% on the excess over $3 million.

(10) Certain qualified state tuition plans qualifying pursuant to Section 529 of
the Code ("Section 529 Plans") that are approved by the Fund's Distributor.
There is no minimum investment amount for purchases made under this option
(10).

(11) Unit investment trusts sponsored by the Distributor or its affiliates.

The term "families" includes a person's spouse, children and grandchildren under
21 years of age, parents and the parents of the person's spouse.

Purchase orders made pursuant to clause (4) may be placed either through
authorized dealers as described above or directly with Investor Services by the
investment adviser, financial planner, trust company or bank trust department,
provided that Investor Services receives federal funds for the purchase by the
close of business on the next business day following acceptance of the order. An
authorized dealer may charge a transaction fee for placing an order to purchase
shares pursuant to this provision or for placing a redemption order with respect
to such shares. Authorized dealers will be paid a service fee as described above
on purchases made under options (3) through (10) above. The Fund may terminate,
or amend the terms of, offering shares of the Fund at net asset value to such
groups at any time.

Eligible purchasers of Class A Shares may also be entitled to reduced or no
initial sales charges through certain purchase programs offered by the Fund. For
more information, see "Other Purchase Programs" herein.

CLASS B SHARES

Class B Shares of the Fund are sold at net asset value and are subject to a
contingent deferred sales charge if redeemed within five years of purchase as
shown in the following table:

CLASS B SHARES
SALES CHARGE SCHEDULE

CONTINGENT DEFERRED
SALES CHARGE
AS A PERCENTAGE OF
DOLLAR AMOUNT
YEAR SINCE PURCHASE SUBJECT TO CHARGE
-----------------------------------------------------

First 4.00%
.....................................................
Second 4.00%
.....................................................
Third 3.00%
.....................................................
Fourth 2.50%
.....................................................
Fifth 1.50%
.....................................................
Sixth and After None
.....................................................

The contingent deferred sales charge is assessed on an amount equal to the
lesser of the then current market value of the shares or the historical cost of
the shares (which is the amount actually paid for the shares at the time of
original purchase) being redeemed. Accordingly, no sales charge is imposed on
increases in net asset value above the initial purchase price. Shareholders
should retain any records necessary to substantiate the historical cost of their
shares, as the Fund and authorized dealers may not retain this information. In
addition, no sales charge is assessed on shares derived from reinvestment of
dividends or capital gain dividends. The Fund will generally not accept a
purchase order for Class B Shares in the amount of $100,000 or more.

The amount of the contingent deferred sales charge, if any, varies depending on
the number of years from the time of each purchase of Class B Shares until the
time of redemption of such shares.

In determining whether a contingent deferred sales charge applies to a
redemption, it is assumed that the shares being redeemed first are any shares in
the shareholder's Fund account that are not subject to a contingent deferred
sales charge, followed by shares held the longest in the shareholder's account.

Under the Distribution Plan, the Fund may spend up to 0.75% per year of the
Fund's average daily net assets with respect to Class B Shares of the Fund. In
addition, under the Service Plan, the Fund may spend up to 0.25% per year of the
Fund's average daily net assets with respect to Class B Shares of the Fund.

Eligible purchasers of Class B Shares may also be entitled to reduced or no
contingent deferred sales charges through certain purchase programs offered by
the Fund. For more information, see "Other Purchase Programs" herein.

CLASS C SHARES

Class C Shares of the Fund are sold at net asset value and are subject to a
contingent deferred sales charge of 1.00% of the dollar amount subject to charge
if redeemed within one year of purchase.

The contingent deferred sales charge is assessed on an amount equal to the
lesser of the then current market value of the shares or the historical cost of
the shares (which is the amount actually paid for the shares at the time of
original purchase) being redeemed. Accordingly, no sales charge is imposed on
increases in net asset value above the initial purchase price. Shareholders
should retain any records necessary to substantiate the historical cost of their
shares as the Fund and authorized dealers may not retain this information. In
addition, no sales charge is assessed on shares derived from reinvestment of
dividends or capital gain dividends. The Fund will not accept a purchase order
for Class C Shares in the amount of $1 million or more.

Under the Distribution Plan, the Fund may spend up to 0.75% per year of the
Fund's average daily net assets with respect to Class C Shares of the Fund. In
addition, under the Service Plan, the Fund may spend up to 0.25% per year of the
Fund's average daily net assets with respect to Class C Shares of the Fund.

Eligible purchasers of Class C Shares may also be entitled to reduced or no
contingent deferred sales

charges through certain purchase programs offered by the Fund. For more
information, see "Other Purchase Programs" herein.

CONVERSION FEATURE

Class B Shares purchased on or after June 1, 1996, including Class B Shares
received from reinvestment of distributions through the dividend reinvestment
plan on such shares, automatically convert to Class A Shares eight years after
the end of the calendar month in which the shares were purchased. Class C Shares
purchased before January 1, 1997, including Class C Shares received from
reinvestment of distributions through the dividend reinvestment plan on such
shares, automatically convert to Class A Shares ten years after the end of the
calendar month in which the shares were purchased. Such conversion will be on
the basis of the relative net asset values per share, without the imposition of
any sales load, fee or other charge. The conversion schedule applicable to a
share of the Fund acquired through the exchange privilege from another Van
Kampen fund participating in the exchange program is determined by reference to
the Van Kampen fund from which such share was originally purchased.

The conversion of such shares to Class A Shares is subject to the continuing
availability of an opinion of counsel to the effect that (i) the assessment of
the higher distribution fee and transfer agency costs with respect to such
shares does not result in the Fund's dividends or capital gain dividends
constituting "preferential dividends" under the federal income tax law and (ii)
the conversion of shares does not constitute a taxable event under federal
income tax law. The conversion may be suspended if such an opinion is no longer
available and such shares might continue to be subject to the higher aggregate
fees applicable to such shares for an indefinite period.

WAIVER OF CONTINGENT DEFERRED SALES CHARGE

The contingent deferred sales charge is waived on redemptions of Class B Shares
and Class C Shares (i) within one year following the death or disability (as
disability is defined by federal income tax law) of a shareholder, (ii) for
required minimum distributions from an individual retirement account ("IRA") or
certain other retirement plan distributions, (iii) for withdrawals under the
Fund's systematic withdrawal plan but limited to 12% annually of the initial
value of the account, (iv) if no commission or transaction fee is paid by the
Distributor to authorized dealers at the time of purchase of such shares or (v)
if made by the Fund's involuntary liquidation of a shareholder's account as
described herein. Subject to certain limitations, a shareholder who has redeemed
Class C Shares of the Fund may reinvest in Class C Shares at net asset value
with credit for any contingent deferred sales charge if the reinvestment is made
within 180 days after the redemption, provided that shares of the Fund are
available for sale at the time of reinvestment. For a more complete description
of contingent deferred sales charge waivers, please refer to the Statement of
Additional Information or contact your authorized dealer.

OTHER PURCHASE PROGRAMS

EXCHANGE PRIVILEGE. Exchanges of shares are sales of shares of one Participating
Fund and purchases of shares of another Participating Fund. Shares of the Fund
may be exchanged for shares of the same class of any Participating Fund based on
the next determined net asset value per share of each fund after requesting the
exchange without any sales charge, subject to certain limitations. For more
information regarding the exchange privilege, see the section of this Prospectus
entitled "Shareholder Services -- Exchange privilege."

REINSTATEMENT PRIVILEGE. A Class A Shareholder or Class B Shareholder who has
redeemed shares of the Fund may reinstate any portion or all of the net proceeds
of such redemption (and may include that amount necessary to acquire a
fractional share to round off his or her purchase to the next full share) in
Class A Shares of the Fund. A Class C Shareholder who has redeemed shares of the
Fund may reinstate any portion or all of the net proceeds of such redemption
(and may include that amount necessary to acquire a fractional share to round
off his or her purchase to the next full share) in Class C Shares of the Fund
with credit given for any contingent deferred sales charge paid upon such
redemption, provided that such shareholder has not previously exercised this
reinstatement privilege with respect to Class C Shares of the Fund. Shares will
be reinstated to the same fund account from which such shares were redeemed.
Shares acquired in this manner will be deemed to have the original cost and
purchase date of the redeemed shares for purposes of applying the contingent
deferred sales charge applicable to

Class C Shares to subsequent redemptions. Reinstatements are made at the net
asset value per share (without a sales charge) next determined after the order
is received, which must be made within 180 days after the date of the
redemption, provided that shares of the Fund are available for sale.
Reinstatement at net asset value per share is also offered to participants in
eligible retirement plans for repayment of principal (and interest) on their
borrowings on such plans, provided that shares of the Fund are available for
sale. Shareholders must notify the Distributor or their authorized dealer of
their eligibility to participate in the reinstatement privilege and may be
required to provide documentation to the Fund.

DIVIDEND DIVERSIFICATION. A shareholder may elect, by completing the appropriate
section of the account application form or by calling (800) 847-2424 ((800)
421-2833 for the hearing impaired), to have all dividends and capital gain
dividends paid on a class of shares of the Fund invested into shares of the same
class of any of the Participating Funds so long as the investor has a
pre-existing account for such class of shares of the other fund. Both accounts
must be of the same type, either non-retirement or retirement. If the accounts
are retirement accounts, they must both be for the same class and of the same
type of retirement plan (e.g. IRA, 403(b)(7), 401(k), Money Purchase and Profit
Sharing Keogh plans) and for the benefit of the same individual. If a qualified,
pre-existing account does not exist, the shareholder must establish a new
account subject to any requirements of the Participating Fund into which
distributions will be invested. Distributions are invested into the selected
Participating Fund, provided that shares of such Participating Fund are
available for sale, at its net asset value per share as of the payable date of
the distribution from the Fund.

AVAILABILITY OF INFORMATION. Clear and prominent information regarding sales
charges of the Fund and the applicability and availability of discounts from
sales charges is available free of charge through our web site at
www.vankampen.com, which provides links to the Prospectus and Statement of
Additional Information containing the relevant information.

Redemption of Shares

-------------------------------------------------------------------------------

Generally, shareholders may redeem for cash some or all of their shares without
charge by the Fund (other than any applicable sales charge) at any time.

As described under the Prospectus heading "Purchase of Shares," redemptions of
Class B Shares and Class C Shares may be subject to a contingent deferred sales
charge. In addition, certain redemptions of Class A Shares for shareholder
accounts of $1 million or more may be subject to a contingent deferred sales
charge. Redemptions completed through an authorized dealer, custodian, trustee
or record keeper of a retirement plan account may involve additional fees
charged by such person.

Except as specified below under "Telephone Redemption Requests," payment for
shares redeemed generally will be made by check mailed within seven days after
receipt by Investor Services of the redemption request and any other necessary
documents in proper form as described below. Such payment may be postponed or
the right of redemption suspended as provided by the rules of the SEC. Such
payment may, under certain circumstances, be paid wholly or in part by a
distribution-in-kind of portfolio securities. A distribution-in-kind may result
in recognition by the shareholder of a gain or loss for federal income tax
purposes when such securities are distributed, and the shareholder may have
brokerage costs and a gain or loss for federal income tax purposes upon the
shareholder's disposition of such securities. If the shares to be redeemed have
been recently purchased by check, Investor Services may delay the payment of
redemption proceeds until it confirms that the purchase check has cleared, which
may take up to 15 calendar days from the date of purchase. A taxable gain or
loss may be recognized by the shareholder upon redemption of shares.

WRITTEN REDEMPTION REQUESTS. Shareholders may request a redemption of shares by
written request in proper form sent directly to Van Kampen Investor Services
Inc., PO Box 947, Jersey City, New Jersey 07303-0947. The request for redemption
should indicate the number of shares or dollar amount to be redeemed, the Fund
name, the class designation of such shares and the shareholder's account number.
The

redemption request must be signed by all persons in whose names the shares are
registered. Signatures must conform exactly to the account registration. If the
proceeds of the redemption exceed $100,000, or if the proceeds are not to be
paid to the record owner at the record address, or if the record address has
changed within the previous 15 calendar days, signature(s) must be guaranteed by
one of the following: a bank or trust company; a broker-dealer; a credit union;
a national securities exchange, a registered securities association or a
clearing agency; a savings and loan association; or a federal savings bank.

Generally, a properly signed written request with any required signature
guarantee is all that is required for a redemption request to be in proper form.
In some cases, however, additional documents may be necessary. Certificated
shares may be redeemed only by written request. The certificates for the shares
being redeemed must be properly endorsed for transfer. Generally, in the event a
redemption is requested by and registered to a corporation, partnership, trust,
fiduciary, estate or other legal entity owning shares of the Fund, a copy of the
corporate resolution or other legal documentation appointing the authorized
signer and certified within the prior 120 calendar days must accompany the
redemption request. Retirement plan distribution requests should be sent to the
plan custodian/trustee to be forwarded to Investor Services. Contact the plan
custodian/trustee for further information.

In the case of written redemption requests sent directly to Investor Services,
the redemption price is the net asset value per share next determined after the
request in proper form is received by Investor Services.

AUTHORIZED DEALER REDEMPTION REQUESTS. Shareholders may place redemption
requests through an authorized dealer following procedures specified by such
authorized dealer. The redemption price for such shares is the net asset value
per share next calculated after an order in proper form is received by an
authorized dealer provided such order is transmitted to the Distributor by the
time designated by the Distributor. It is the responsibility of authorized
dealers to transmit redemption requests received by them to the Distributor so
they will be received prior to such time. Redemptions completed through an
authorized dealer may involve additional fees charged by the dealer.

TELEPHONE REDEMPTION REQUESTS. The Fund permits redemption of shares by
telephone and for redemption proceeds to be sent to the address of record for
the account or to the bank account of record as described below. A shareholder
automatically has telephone redemption privileges unless the shareholder
indicates otherwise by checking the applicable box on the account application
form. For accounts that are not established with telephone redemption
privileges, a shareholder may call the Fund at (800) 847-2424 to request that a
copy of the Telephone Redemption Authorization form be sent to the shareholder
for completion or visit our web site at www.vankampen.com to download this form.
Shares may be redeemed by calling (800) 847-2424, our automated telephone
system, which is generally accessible 24 hours a day, seven days a week. Van
Kampen Investments and its subsidiaries, including Investor Services, and the
Fund employ procedures considered by them to be reasonable to confirm that
instructions communicated by telephone are genuine. Such procedures include
requiring certain personal identification information prior to acting upon
telephone instructions, tape-recording telephone communications and providing
written confirmation of instructions communicated by telephone. If reasonable
procedures are employed, none of Van Kampen Investments, Investor Services or
the Fund will be liable for following telephone instructions which it reasonably
believes to be genuine. Telephone redemptions may not be available if the
shareholder cannot reach Investor Services by telephone, whether because all
telephone lines are busy or for any other reason; in such case, a shareholder
would have to use the Fund's other redemption procedures previously described.
Requests received by Investor Services prior to 4:00 p.m., New York time, will
be processed at the next determined net asset value per share. These privileges
are available for most accounts other than retirement accounts or accounts with
shares represented by certificates. If an account has multiple owners, Investor
Services may rely on the instructions of any one owner.

For redemptions authorized by telephone, amounts of $50,000 or less may be
redeemed daily if the proceeds are to be paid by check or by Automated Clearing
House and amounts of at least $1,000 up to $1 million may be redeemed daily if
the proceeds are to be paid by wire. The proceeds must be payable to the
shareholder(s) of record and sent to the address of record for

the account or wired directly to their predesignated bank account for this
account. This privilege is not available if the address of record has been
changed within 15 calendar days prior to a telephone redemption request.
Proceeds from redemptions payable by wire transfer are expected to be wired on
the next business day following the date of redemption. The Fund reserves the
right at any time to terminate, limit or otherwise modify this redemption
privilege.

Distributions from the Fund

-------------------------------------------------------------------------------

In addition to any increase in the value of shares which the Fund may achieve,
shareholders may receive distributions from the Fund of dividends and capital
gain dividends.

DIVIDENDS. Interest from investments is the Fund's main source of net investment
income. The Fund's present policy, which may be changed at any time by the
Fund's Board of Trustees, is to declare daily and distribute monthly all, or
substantially all, of this net investment income as dividends to shareholders.
Dividends are automatically applied to purchase additional shares of the Fund at
the next determined net asset value unless the shareholder instructs otherwise.

The per share dividends on Class B Shares and Class C Shares may be lower than
the per share dividends on Class A Shares as a result of the higher distribution
fees and transfer agency costs applicable to such classes of shares.

CAPITAL GAIN DIVIDENDS. The Fund may realize capital gains or losses when it
sells securities, depending on whether the sales prices for the securities are
higher or lower than purchase prices. The Fund distributes any net capital gains
to shareholders as capital gain dividends at least annually. As in the case of
dividends, capital gain dividends are automatically reinvested in additional
shares of the Fund at the next determined net asset value unless the shareholder
instruct otherwise.

Shareholder Services

-------------------------------------------------------------------------------

Listed below are some of the shareholder services the Fund offers to investors.
For a more complete description of the Fund's shareholder services, such as
investment accounts, share certificates, retirement plans, automated clearing
house deposits, dividend diversification and the systematic withdrawal plan,
please refer to the Statement of Additional Information or contact your
authorized dealer.

INTERNET TRANSACTIONS. In addition to performing transactions on your account
through written instruction or by telephone, you may also perform certain
transactions through the internet. Please refer to our web site at
www.vankampen.com for further instructions regarding internet transactions. Van
Kampen Investments and its subsidiaries, including Investor Services, and the
Fund employ procedures considered by them to be reasonable to confirm that
instructions communicated through the internet are genuine. Such procedures
include requiring use of a personal identification number prior to acting upon
internet instructions and providing written confirmation of instructions
communicated through the internet. If reasonable procedures are employed, none
of Van Kampen Investments, Investor Services or the Fund will be liable for
following instructions received through the internet which it reasonably
believes to be genuine. If an account has multiple owners, Investor Services may
rely on the instructions of any one owner.

REINVESTMENT PLAN. A convenient way for investors to accumulate additional
shares is by accepting dividends and capital gain dividends in shares of the
Fund. Such shares are acquired at net asset value per share (without a sales
charge) on the applicable payable date of the dividend or capital gain dividend.
Unless the shareholder instructs otherwise, the reinvestment plan is automatic.
This instruction may be made by visiting our web site at www.vankampen.com, by
writing to Investor Services or by telephone by calling (800) 847-2424 ((800)
421-2833 for the hearing impaired). The investor may, on the account application
form or prior to any declaration, instruct that dividends and/or capital gain
dividends be paid in cash, be reinvested in the Fund at the next determined net
asset value or be reinvested in another Participating Fund at the next
determined net asset value.

AUTOMATIC INVESTMENT PLAN. An automatic investment plan is available under which
a shareholder can authorize Investor Services to debit the shareholder's bank
account on a regular basis to invest predetermined amounts in the Fund.
Additional information is available from the Distributor or your authorized
dealer.

CHECK WRITING PRIVILEGE. A Class A Shareholder holding shares of the Fund for
which certificates have not been issued and which are not in escrow may write
checks against such shareholder's account by completing the Checkwriting Form
and the appropriate section of the account application form and returning the
forms to Investor Services. Once the forms are properly completed, signed and
returned, a supply of checks (redemption drafts) will be sent to the Class A
Shareholder. Checks can be written to the order of any person in any amount of
$100 or more.

When a check is presented to the custodian bank, State Street Bank and Trust
Company (the "Bank"), for payment, full and fractional Class A Shares required
to cover the amount of the check are redeemed from the shareholder's Class A
Shares account by Investor Services at the next determined net asset value per
share. Check writing redemptions represent the sale of Class A Shares. Any gain
or loss realized on the redemption of shares is a taxable event.

Checks will not be honored for redemption of Class A Shares held less than 15
calendar days, unless such Class A Shares have been paid for by bank wire. Any
Class A Shares for which there are outstanding certificates may not be redeemed
by check. If the amount of the check is greater than the proceeds of all
uncertificated shares held in the shareholder's Class A Shares account, the
check will be returned and the shareholder may be subject to additional charges.
A shareholder may not liquidate the entire account by means of a check. The
check writing privilege may be terminated or suspended at any time by the Fund
or by the Bank and neither shall incur any liability for such amendment or
termination or for effecting redemptions to pay checks reasonably believed to be
genuine or for returning or not paying on checks which have not been accepted
for any reason. Retirement plans and accounts that are subject to backup
withholding are not eligible for the check writing privilege.

EXCHANGE PRIVILEGE. Shares of the Fund may be exchanged for shares of the same
class of any Participating Fund based on the next determined net asset value per
share of each fund after requesting the exchange without any sales charge,
subject to certain limitations. Shares of the Fund may be exchanged for shares
of any Participating Fund only if shares of that Participating Fund are
available for sale. Shareholders seeking an exchange into a Participating Fund
should obtain and read the current prospectus for such fund prior to
implementing an exchange. A prospectus of any of the Participating Funds may be
obtained from an authorized dealer or the Distributor or by visiting our web
site at www.vankampen.com.

To be eligible for exchange, shares of the Fund must have been registered in the
shareholder's name for at least 30 days prior to an exchange. Shares of the Fund
registered in a shareholder's name for less than that amount of time may only be
exchanged upon receipt of prior approval of the Adviser. It is the policy of the
Adviser, under normal circumstances, not to approve such requests.

When shares that are subject to a contingent deferred sales charge are exchanged
among Participating Funds, the holding period for purposes of computing the
contingent deferred sales charge is based upon the date of the initial purchase
of such shares from a Participating Fund. When such shares are redeemed and not
exchanged for shares of another Participating Fund, the shares are subject to
the contingent deferred sales charge schedule imposed by the Participating Fund
from which such shares were originally purchased.

Exchanges of shares are sales of shares of one Participating Fund and purchases
of shares of another Participating Fund. The sale may result in a gain or loss
for federal income tax purposes. If the shares sold have been held for less than
91 days, the sales charge paid on such shares is carried over and included in
the tax basis of the shares acquired.

A shareholder wishing to make an exchange may do so by sending a written request
to Investor Services, by calling (800) 847-2424, our automated telephone system
which is generally accessible 24 hours a day, seven days a week, or by visiting
our web site at www.vankampen.com. A shareholder automatically has

these exchange privileges unless the shareholder indicates otherwise by checking
the applicable box on the account application form. Van Kampen Investments and
its subsidiaries, including Investor Services, and the Fund employ procedures
considered by them to be reasonable to confirm that instructions communicated by
telephone are genuine. Such procedures include requiring certain personal
identification information prior to acting upon telephone instructions,
tape-recording telephone communications, and providing written confirmation of
instructions communicated by telephone. If reasonable procedures are employed,
none of Van Kampen Investments, Investor Services or the Fund will be liable for
following telephone instructions which it reasonably believes to be genuine. If
the exchanging shareholder does not have an account in the fund whose shares are
being acquired, a new account will be established with the same registration,
dividend and capital gain dividend options (except dividend diversification) and
authorized dealer of record as the account from which shares are exchanged,
unless otherwise specified by the shareholder. In order to establish a
systematic withdrawal plan for the new account or reinvest dividends from the
new account into another fund, however, an exchanging shareholder must submit a
specific request.

The Fund and the Distributor reserve the right to reject or limit any order to
purchase Fund shares through exchange or otherwise and to close any shareholder
account. Certain patterns of past exchanges and/or purchase or sale transactions
involving the Fund or other Participating Funds may result in the Fund rejecting
or limiting, in the Fund's or the Distributor's discretion, additional purchases
and/or exchanges or in an account being closed. Determinations in this regard
may be made based on the frequency or dollar amount of the previous exchanges or
purchase or sale transactions. Generally, all shareholders are limited to a
maximum of eight exchanges per fund during a rolling 365-day period. Exchange
privileges will be suspended on a particular fund if more than eight exchanges
out of that fund are made by a shareholder during a rolling 365-day period. If
exchange privileges are suspended, subsequent exchange requests during the
stated period will not be processed. Exchange privileges will be restored when
the account history shows fewer than eight exchanges in the rolling 365-day
period. This eight exchange policy does not apply to money market funds,
systematic exchange plans or employer-sponsored retirement plans. The Fund may
modify, restrict or terminate the exchange privilege at any time. Shareholders
will receive 60 days' notice of any termination or material amendment.

For purposes of determining the sales charge rate previously paid on Class A
Shares, all sales charges paid on the exchanged shares and on any shares
previously exchanged for such shares or for any of their predecessors shall be
included. If the exchanged shares were acquired through reinvestment, those
shares are deemed to have been sold with a sales charge rate equal to the rate
previously paid on the shares on which the dividend or distribution was paid. If
a shareholder exchanges less than all of such shareholder's shares, the shares
upon which the highest sales charge rate was previously paid are deemed
exchanged first.

Exchange requests received on a business day prior to the time shares of the
funds involved in the request are priced will be processed on the date of
receipt. "Processing" a request means that shares of the fund which the
shareholder is redeeming will be redeemed at the net asset value per share next
determined on the date of receipt. Shares of the fund that the shareholder is
purchasing will also normally be purchased at the net asset value per share,
plus any applicable sales charge, next determined on the date of receipt.
Exchange requests received on a business day after the time that shares of the
funds involved in the request are priced will be processed on the next business
day in the manner described herein.

Frequent Purchases
and Redemptions of Fund Shares

-------------------------------------------------------------------------------

Frequent purchases and redemptions of Fund shares by Fund shareholders
("market-timing" or "short-term trading") may present risks for other
shareholders of the Fund, which may include, among other things, dilution in the
value of Fund shares held by long-term shareholders, interference with the
efficient management of the Fund's portfolio, increased trading and

administrative costs, incurring unwanted taxable gains, and forcing the Fund to
hold excess levels of cash.

The Fund discourages frequent purchases and redemptions of Fund shares by Fund
shareholders and the Fund's Board of Trustees has adopted policies and
procedures with respect to such frequent purchases and redemptions. The Fund's
policies with respect to purchases, redemptions and exchanges of Fund shares are
described in the "Fees and Expense of the Fund," "Purchase of Shares,"
"Redemptions of Shares" and "Shareholder Services -- Exchange privilege"
sections of this Prospectus. Except as described in each of these sections, the
Fund's policies regarding frequent trading of Fund shares are applied uniformly
to all shareholders. With respect to trades that occur through omnibus accounts
at intermediaries, such as investment advisers, broker dealers, transfer agents,
third party administrators and insurance companies, the Fund has (i) requested
assurance that such intermediaries currently selling Fund shares have in place
internal policies and procedures reasonably designed to address market timing
concerns and has instructed such intermediaries to notify the Fund immediately
if they are unable to comply with such policies and procedures and (ii) requires
all prospective intermediaries to agree to cooperate in enforcing the Fund's
policies with respect to frequent purchases, exchanges and redemptions of Fund
shares.

Federal Income Taxation

-------------------------------------------------------------------------------

Distributions of the Fund's investment company taxable income (generally
ordinary income and net short-term capital gain) are taxable to shareholders as
ordinary income to the extent of the Fund's earnings and profits, whether paid
in cash or reinvested in additional shares. Distributions of the Fund's net
capital gain (which is the excess of net long-term capital gain over net
short-term capital loss) designated as capital gain dividends, if any, are
taxable to shareholders as long-term capital gains, whether paid in cash or
reinvested in additional shares, and regardless of how long the shares of the
Fund have been held by such shareholders. The Fund expects that its
distributions will consist primarily of ordinary income and capital gain
dividends. Distributions in excess of the Fund's earnings and profits will first
reduce the adjusted tax basis of a shareholder's shares and, after such adjusted
tax basis is reduced to zero, will constitute capital gains to such shareholder
(assuming such shares are held as a capital asset).

Although distributions generally are treated as taxable in the year they are
paid, distributions declared in October, November or December, payable to
shareholders of record on a specified date in such month and paid during January
of the following year will be treated as having been distributed by the Fund and
received by the shareholders on the December 31st prior to the date of payment.
The Fund will inform shareholders of the source and tax status of all
distributions promptly after the close of each calendar year.

The Jobs and Growth Tax Relief Reconciliation Act of 2003 (the "2003 Tax Act")
contains provisions that reduce the U.S. federal income tax rates on (1) long-
term capital gains received by individuals and (2) "qualified dividend income"
received by individuals from certain domestic and foreign corporations. The
reduced rates for capital gains generally apply to long-term capital gains from
sales or exchanges recognized on or after May 6, 2003, and cease to apply for
taxable years beginning after December 31, 2008. The reduced rate for dividends
generally applies to "qualified dividend income" received in taxable years
beginning after December 31, 2002, and ceases to apply for taxable years
beginning after December 31, 2008. Fund shareholders, as well as the Fund
itself, must satisfy certain holding period and other requirements in order for
the reduced rate for dividends to apply. Because the Fund may invest a portion
of its assets in preferred stocks and securities convertible into common stock,
ordinary income dividends paid by the Fund may be eligible for the reduced rate
applicable to "qualified dividend income." No assurance can be given as to what
percentage of ordinary income dividends paid by the Fund will consist of
"qualified dividend income." To the extent that distributions from the Fund are
designated as capital gain dividends, such distributions will be eligible for
the reduced rates applicable to long-term capital gains. No assurance can be
given that Congress will not repeal the reduced U.S. federal income tax rates on
long-term capital gains and "qualified dividend income" prior to the scheduled
expiration of these rates under the 2003 Tax Act.

The sale or exchange of shares may be a taxable transaction for federal income
tax purposes. Shareholders who sell their shares will generally recognize a gain
or loss in an amount equal to the difference between their adjusted tax basis in
the shares sold and the amount received. If the shares are held by the
shareholder as a capital asset, the gain or loss will be a capital gain or loss.
As a consequence of the 2003 Tax Act, the maximum tax rate applicable to net
capital gains recognized by individuals and other non-corporate taxpayers on the
sale or exchange of shares is (i) the same as the maximum ordinary income tax
rate for capital assets held for one year or less or (ii) for net capital gains
recognized on or after May 6, 2003, 15% for capital assets held for more than
one year (20% for net capital gains recognized in taxable years beginning after
December 31, 2008). No assurance can be given that Congress will not repeal the
reduced U.S. federal income tax rates on long-term capital gains prior to the
scheduled expiration of these rates under the 2003 Tax Act.

Backup withholding rules require the Fund, in certain circumstances, to withhold
28% (through 2010) of dividends and certain other payments, including redemption
proceeds, paid to shareholders who do not furnish to the Fund their correct
taxpayer identification number (in the case of individuals, their social
security number) and make certain required certifications (including
certifications as to foreign status, if applicable), or who are otherwise
subject to backup withholding.

Foreign shareholders, including shareholders who are non-resident aliens, may be
subject to U.S. withholding tax on certain distributions (whether received in
cash or in shares) at a rate of 30% or such lower rate as prescribed by an
applicable treaty. The American Jobs Creation Act of 2004 (the "2004 Tax Act")
permits the Fund to pay "interest-related dividends" and "short-term capital
gain dividends" to its foreign shareholders without having to withhold on such
dividends at the 30% rate. Under the 2004 Tax Act, the amount of
"interest-related dividends" that the Fund may pay each year is limited to the
amount of qualified interest income received by the Fund during that year, less
the amount of the Fund's expenses properly allocable to such interest income.
Under the 2004 Tax Act, the amount of "short-term capital gain dividends" that
the Fund may pay each year generally is limited to the excess of the Fund's net
short-term capital gains over its net long-term capital losses, without any
reduction for the Fund's expenses allocable to such gains (with exceptions for
certain gains). The exemption from 30% withholding tax for "short-term capital
gain dividends" does not apply with respect to foreign shareholders that are
present in the United States for more than 182 days during the taxable year. If
the Fund's income for a taxable year includes "qualified interest income" or net
short-term capital gains, the Fund intends to designate dividends as
"interest-related dividends" or "short-term capital gain dividends" by written
notice mailed to its foreign shareholders not later than 60 days after the close
of the Fund's taxable year. Foreign shareholders must provide documentation to
the Fund certifying their non-United States status. These new provisions apply
to dividends paid by the Fund with respect to the Fund's taxable years beginning
on or after January 1, 2005 and will cease to apply to dividends paid by the
Fund with respect to the Fund's taxable years beginning after December 31, 2007.
No assurance can be given that Congress will not repeal these provisions prior
to their scheduled expiration under the 2004 Tax Act. Prospective foreign
investors should consult their advisers concerning the tax consequences to them
of an investment in shares of the Fund.

The Fund has elected and qualified, and intends to continue to qualify, as a
regulated investment company under federal income tax law. If the Fund so
qualifies and distributes each year to its shareholders at least 90% of its
investment company taxable income, the Fund will not be required to pay federal
income taxes on any income it distributes to shareholders. If the Fund
distributes less than an amount equal to the sum of 98% of its ordinary income
and 98% of its capital gain net income, then the Fund will be subject to a
nondeductible 4% excise tax on the undistributed amounts.

generate sufficient cash to make distributions necessary to satisfy the 90%
distribution requirement and to avoid income and excise taxes, the Fund may have
to dispose of securities that it would otherwise have continued to hold.

The federal income tax discussion set forth above is for general information
only. Shareholders and prospective investors should consult their own advisers
regarding the specific federal tax consequences of purchasing, holding and
disposing of shares of the Fund, as well as the effects of state, local and
foreign tax laws and any proposed tax law changes.

Disclosure of Portfolio Holdings

-------------------------------------------------------------------------------

A description of the Fund's policies and procedures with respect to the
disclosure of the Fund's portfolio securities is available in the Fund's
Statement of Additional Information.

The Fund discloses portfolio holdings on its public web site, www.vankampen.com,
as follows:

- Calendar Quarters: Complete portfolio holdings as of the end of each calendar
quarter disclosed with a minimum lag time of 30 calendar days.

- Monthly: Top 10 (or top 15) largest portfolio holdings as of the end of each
month disclosed with a minimum lag time of 15 calendar days.

Financial Highlights

---------------------------------------------------------------------------

The financial highlights table is intended to help you understand the Fund's
financial performance for the periods indicated. Certain information
reflects financial results for a single Fund share. The total returns in the
table represent the rate that an investor would have earned (or lost) on an
investment in the Fund (assuming reinvestment of all distributions and not
including payment of the maximum sales charge or taxes on Fund distributions
or redemptions). The information has been audited by Ernst & Young LLP, the
Fund's independent registered public accounting firm, whose report, along
with the Fund's most recent financial statements, may be obtained without
charge from our web site at www.vankampen.com or by calling the telephone
number on the back cover of this Prospectus. The financial highlights table
should be read in conjunction with the financial statements and notes
thereto included in the Fund's Annual Report.

CLASS A SHARES
YEAR ENDED AUGUST 31,
2004 2003 2002(A) 2001 2000
------------------------------------------------------------------------------------------------------

Net Asset Value, Beginning of the
Period.................................. $3.43 $3.15 $4.23 $5.24 $5.68
------ ------ ------- ------ ------
Net Investment Income................... .26 .29 .39 .51 .59
Net Realized and Unrealized Gain/Loss... .21 .29 (1.01) (.96) (.43)
------ ------ ------- ------ ------
Total from Investment Operations......... .47 .58 (.62) (.45) .16
------ ------ ------- ------ ------
Less:
Distributions from Net Investment
Income................................ .25 .24 .43 .55 .60
Return of Capital Distributions......... .01 .06 .03 .01 -0-
------ ------ ------- ------ ------
Total Distributions...................... .26 .30 .46 .56 .60
------ ------ ------- ------ ------
Net Asset Value, End of the Period....... $3.64 $3.43 $3.15 $4.23 $5.24
------ ------ ------- ------ ------
Total Return............................. 14.02%(b) 19.26%(b) -15.75%(b) -9.04%(b) 3.09%(b)
Net Assets at End of the Period (In
millions)............................... $379.5 $408.7 $308.5 $394.4 $465.0
Ratio of Expenses to Average Net
Assets.................................. 1.06% 1.12% 1.08% 1.05% 1.03%
Ratio of Net Investment Income to Average
Net Assets.............................. 7.45% 8.36% 10.39% 10.93% 10.90%
Portfolio Turnover....................... 88% 95% 83% 80% 68%

CLASS B SHARES
YEAR ENDED AUGUST 31,
2004 2003 2002(A) 2001 2000
----------------------------------------- -------------------------------------------------------

Net Asset Value, Beginning of the
Period.................................. $3.44 $3.16 $4.24 $5.25 $5.68
------ ------ ------- ------ ------
Net Investment Income................... .23 .25 .35 .48 .55
Net Realized and Unrealized Gain/Loss... .21 .30 (1.01) (.97) (.43)
------ ------ ------- ------ ------
Total from Investment Operations......... .44 .55 (.66) (.49) .12
------ ------ ------- ------ ------
Less:
Distributions from Net Investment
Income................................ .22 .21 .39 .51 .55
Return of Capital Distributions......... .01 .06 .03 .01 -0-
------ ------ ------- ------ ------
Total Distributions...................... .23 .27 .42 .52 .55
------ ------ ------- ------ ------
Net Asset Value, End of the Period....... $3.65 $3.44 $3.16 $4.24 $5.25
------ ------ ------- ------ ------
Total Return............................. 12.79%(c) 18.27%(c) -16.12%(c) -9.80%(c) 2.43%(c)
Net Assets at End of the Period (In
millions)............................... $160.7 $175.6 $168.8 $249.6 $268.7
Ratio of Expenses to Average Net
Assets.................................. 1.82% 1.89% 1.84% 1.83% 1.78%
Ratio of Net Investment Income to Average
Net Assets.............................. 6.70% 7.68% 9.67% 10.13% 10.15%
Portfolio Turnover....................... 88% 95% 83% 80% 68%

CLASS C SHARES
YEAR ENDED AUGUST 31,
2004 2003 2002(A) 2001 2000
----------------------------------------- ------------------------------------------------------------

Net Asset Value, Beginning of the
Period.................................. $3.41 $3.13 $4.20 $5.22 $5.65
------ ------ ------- ------- ------
Net Investment Income................... .23 .25 .35 .48 .55
Net Realized and Unrealized Gain/Loss... .20 .30 (1.00) (.98) (.43)
------ ------ ------- ------- ------
Total from Investment Operations......... .43 .55 (.65) (.50) .12
------ ------ ------- ------- ------
Less:
Distributions from Net Investment
Income................................ .22 .21 .39 .51 .55
Return of Capital Distributions......... .01 .06 .03 .01 -0-
------ ------ ------- ------- ------
Total Distributions...................... .23 .27 .42 .52 .55
------ ------ ------- ------- ------
Net Asset Value, End of the Period....... $3.61 $3.41 $3.13 $4.20 $5.22
------ ------ ------- ------- ------
Total Return............................. 12.98%(d)(e) 18.14%(d)(f) -16.04%(d) -10.06%(d) 2.45%(d)
Net Assets at End of the Period (In
millions)............................... $41.4 $41.5 $36.7 $58.7 $59.4
Ratio of Expenses to Average Net
Assets.................................. 1.81%(e) 1.86% 1.84% 1.82% 1.78%
Ratio of Net Investment Income to Average
Net Assets.............................. 6.71%(e) 7.68%(f) 9.68% 10.12% 10.15%
Portfolio Turnover....................... 88% 95% 83% 80% 68%

(a) As required, effective September 1, 2001, the Fund has adopted the
provisions of the AICPA Audit and Accounting Guide for Investment
Companies and began amortizing premium on fixed income securities and
presenting paydown gains and losses on mortgage- and asset-backed
securities as interest income. The effect of these changes for the
period ended August 31, 2002 was to decrease the ratio of net investment
income to average net assets from 10.49% to 10.39% for Class A Shares,
from 9.77% to 9.67% for Class B Shares and from 9.78% to 9.68% for Class
C Shares . Net investment income per share and net realized gains and
losses per share were unaffected by the adjustments. Per share, ratios
and supplemental data for periods prior to August 31, 2002 have not been
restated to reflect this change in presentation.

(b) Assumes reinvestment of all distributions for the period and does not
include payment of the maximum sales charge of 5.75% or contingent
deferred sales charge ("CDSC"). On purchases of $1 million or more, a
CDSC of 1% may be imposed on certain redemptions made within one year of
purchase. If the sales charges were included, total returns would be
lower. These returns include combined Rule 12b-1 fees and service fees
of up to .25% and do not reflect the deduction of taxes that a
shareholder would pay on Fund distributions or the redemption of Fund
shares.

(c) Assumes reinvestment of all distributions for the period and does not
include payment of the maximum sales charge of 4.75% or contingent
deferred sales charge ("CDSC"). On purchases of $1 million or more, a
CDSC of 1% may be imposed on certain redemptions made within one year of
purchase. If the sales charges were included, total returns would be
lower. These returns include Rule 12b-1 fees and service fees of up to
.25% and do not reflect the deduction of taxes that a shareholder would
pay on Fund distributions or the redemption of Fund shares.

(d) Assumes reinvestment of all distributions for the period and does not
include payment of the maximum CDSC of 1% charged on certain redemptions
made within one year of purchase. If the sales charge was included,
total returns would be lower. These returns include combined Rule 12b-1
fees and service fees of up to 1% and do not reflect the deduction of
taxes that a shareholder would pay on Fund distributions or the
redemption of Fund shares.

(e) The Total Return, Ratio of Expenses to Average Net Assets and Ratio of
Net Investment Income to Average Net Assets reflect actual 12b-1 fees of
less than 1%.

(f) Certain non-recurring payments were made to Class C Shares, resulting in
an increase to the Total Return and Ratio of Net Investment Income to
Average Net Assets of .01%.

Appendix -- Description of Securities Ratings

-------------------------------------------------------------------------------

STANDARD & POOR'S -- A brief description of the applicable Standard & Poor's
(S&P) rating symbols and their meanings (as published by S&P) follows:

A S&P issue credit rating is a current opinion of the creditworthiness of an
obligor with respect to a specific financial obligation, a specific class of
financial obligations, or a specific financial program (including ratings on
medium-term note programs and commercial paper programs). It takes into
consideration the creditworthiness of guarantors, insurers, or other forms of
credit enhancement on the obligation and takes into account the currency in
which the obligation is denominated. The issue credit rating is not a
recommendation to purchase, sell, or hold a financial obligation, inasmuch as it
does not comment as to market price or suitability for a particular investor.
Issue credit ratings are based on current information furnished by the obligors
or obtained by S&P from other sources it considers reliable. S&P does not
perform an audit in connection with any credit rating and may, on occasion, rely
on unaudited financial information. Credit ratings may be changed, suspended, or
withdrawn as a result of changes in, or unavailability of, such information, or
based on other circumstances. Issue credit ratings can be either long-term or
short-term. Short-term ratings are generally assigned to those obligations
considered short term in the relevant market. In the U.S., for example, that
means obligations with an original maturity of no more than 365 days including
commercial paper. Short-term ratings are also used to indicate the
creditworthiness of an obligor with respect to put features on long-term
obligations. The result is a dual rating, in which the short-term ratings
address the put feature, in addition to the usual long-term rating. Medium-term
notes are assigned long-term ratings.

LONG-TERM ISSUE CREDIT RATINGS

Issue credit ratings are based in varying degrees, on the following
considerations:

1. Likelihood of payment -- capacity and willingness of the obligor to meet its
financial commitment on an obligation in accordance with the terms of the
obligation;

2. Nature of and provisions of the obligation; and

3. Protection afforded by, and relative position of, the obligation in the event
of bankruptcy, reorganization, or other arrangement under the laws of
bankruptcy and other laws affecting creditors' rights.

The issue rating definitions are expressed in terms of default risk. As such,
they pertain to senior obligations of an entity. Junior obligations are
typically rated lower than senior obligations, to reflect the lower priority in
bankruptcy, as noted above. (Such differentiation applies when an entity has
both senior and subordinated obligations, secured and unsecured obligations, or
operating company and holding company obligations.) Accordingly, in the case of
junior debt, the rating may not conform exactly with the category definition.

AAA: An obligation rated "AAA" has the highest rating assigned by S&P. The
obligor's capacity to meet its financial commitment on the obligation is
extremely strong.

AA: An obligation rated "AA" differs from the highest-rated obligations only in
small degree. The obligor's capacity to meet its financial commitment on the
obligation is very strong.

A: An obligation rated "A" is somewhat more susceptible to the adverse effects
of changes in circumstances and economic conditions than obligations in
higher-rated categories. However, the obligor's capacity to meet its financial
commitment on the obligation is still strong.

BBB: An obligation rated "BBB" exhibits adequate protection parameters. However,
adverse economic conditions or changing circumstances are more likely to lead to
a weakened capacity of the obligor to meet its financial commitment on the
obligation.

A-1

SPECULATIVE GRADE

BB, B, CCC, CC, C: Obligations rated "BB", "B", "CCC", "CC" and "C" are regarded
as having significant speculative characteristics. "BB" indicates the least
degree of speculation and "C" the highest. While such obligations will likely
have some quality and protective characteristics, these may be outweighed by
large uncertainties or major exposures to adverse conditions.

BB: An obligation rated "BB" is less vulnerable to nonpayment than other
speculative issues. However, it faces major ongoing uncertainties or exposure to
adverse business, financial, or economic conditions which could lead to the
obligor's inadequate capacity to meet its financial commitment on the
obligation.

B: An obligation rated "B" is more vulnerable to nonpayment than obligations
rated "BB", but the obligor currently has the capacity to meet its financial
commitment on the obligation. Adverse business, financial, or economic
conditions will likely impair the obligor's capacity or willingness to meet its
financial commitment on the obligation.

CCC: An obligation rated "CCC" is currently vulnerable to nonpayment and is
dependent upon favorable business, financial, and economic conditions for the
obligor to meet its financial commitment on the obligation. In the event of
adverse business, financial, or economic conditions, the obligor is not likely
to have the capacity to meet its financial commitment on the obligation.

CC: An obligation rated "CC" is currently highly vulnerable to nonpayment.

C: A subordinated debt or preferred stock obligation rated 'C' is CURRENTLY
HIGHLY VULNERABLE to nonpayment. The 'C' rating may be used to cover a situation
where a bankruptcy petition has been filed or similar action taken, but payments
on this obligation are being continued. A 'C' also will be assigned to a
preferred stock issue in arrears on dividends or sinking fund payments, but that
is currently paying.

D: An obligation rated "D" is in payment default. The "D" rating category is
used when payments on an obligation are not made on the date due even if the
applicable grace period has not expired, unless S&P believes that such payments
will be made during such grace period. The "D" rating also will be used upon the
filing of a bankruptcy petition or the taking of a similar action if payments on
an obligation are jeopardized.

Plus (+) or minus (-): The ratings from 'AA' to 'CCC' may be modified by the
addition of a plus or minus sign to show relative standing within the major
rating categories.

r: This symbol is attached to the ratings of instruments with significant
noncredit risks. It highlights risks to principal or volatility of expected
returns which are not addressed in the credit rating.

N.R.: This indicates that no rating has been requested, that there is
insufficient information on which to base a rating, or that S&P does not rate a
particular obligation as a matter of policy.

SHORT-TERM ISSUE CREDIT RATINGS

A S&P short-term rating is a current assessment of the likelihood of timely
payment of debt considered short-term in the relevant market

Ratings are graded into several categories, ranging from "A-1" for the highest
quality obligations to "D" for the lowest. These categories are as follows:

A-1: A short-term obligation rated 'A-1' is rated in the highest category by
S&P. The obligor's capacity to meet its financial commitment on the obligation
is strong. Within this category, certain obligations are designated with a plus
sign (+). This indicates that the obligor's capacity to meet its financial
commitment on these obligations is extremely strong.

A-2: A short-term obligation rated 'A-2' is somewhat more susceptible to the
adverse effects of changes in circumstances and economic conditions than
obligations in higher rating categories. However, the obligor's capacity to meet
its financial commitment on the obligation is satisfactory.

A-3: A short-term obligation rated 'A-3' exhibits adequate protection
parameters. However, adverse economic conditions or changing circumstances are
more likely to lead to a weakened capacity of the obligor to meet its financial
commitment on the obligation.

A-2

B: A short-term obligation rated 'B' is regarded as having significant
speculative characteristics. The obligor currently has the capacity to meet its
financial commitment on the obligation; however, it faces major ongoing
uncertainties which could lead to the obligor's inadequate capacity to meet its
financial commitment on the obligation.

C: A short-term obligation rated 'C' is currently vulnerable to nonpayment and
is dependent upon favorable business, financial, and economic conditions for the
obligor to meet its financial commitment on the obligation.

D: A short-term obligation rated 'D' is in payment default. The 'D' rating
category is used when payments on an obligation are not made on the date due
even if the applicable grace period has not expired, unless S&P believes that
such payments will be made during such grace period. The 'D' rating also will be
used upon the filing of a bankruptcy petition or the taking of a similar action
if payments on an obligation are jeopardized.

A short-term rating is not a recommendation to purchase, sell, or hold a
financial obligation, inasmuch as it does not comment as to market price or
suitability for a particular investor. Issue credit ratings are based on current
information furnished by the obligors or obtained by S&P from other sources it
considers reliable. S&P does not perform an audit in connection with any credit
rating and may, on occasion, rely on unaudited financial information. Credit
ratings may be changed, suspended, or withdrawn as a result of changes in, or
unavailability of, such information, or based on other circumstances.

DUAL RATINGS

S&P assigns "dual" ratings to all debt issues that have a put option or demand
feature as part of their structure. The first rating addresses the likelihood of
repayment of principal and interest as due, and the second rating addresses only
the demand feature. The long-term debt rating symbols are used for bonds to
denote the long-term maturity and the commercial paper rating symbols for the
put option (for example, 'AAA/A-1+'). With short-term demand debt, S&P note
rating symbols are used with the commercial paper rating symbols (for example,
'SP-1+/A-1+').

MOODY'S INVESTORS SERVICE INC. -- A brief description of the applicable Moody's
Investors Service, Inc. (Moody's) rating symbols and their meanings (as
published by Moody's) follows:

LONG-TERM OBLIGATION RATINGS

Moody's long-term obligation ratings are opinions of the relative credit risk of
fixed-income obligations with an original maturity of one year or more. They
address the possibility that a financial obligation will not be honored as
promised. Such ratings reflect both the likelihood of default and any financial
loss suffered in the event of default.

MOODY'S LONG-TERM RATING DEFINITIONS:

Aaa: Obligations rated Aaa are judged to be of the highest quality, with minimal
credit risk.

Aa: Obligations rated Aa are judged to be of high quality and are subject to
very low credit risk.

A: Obligations rated A are considered upper-medium grade and are subject to low
credit risk.

Baa: Obligations rated Baa are subject to moderate credit risk. They are
considered medium-grade and as such may possess certain speculative
characteristics.

Ba: Obligations rated Ba are judged to have speculative elements and are subject
to substantial credit risk.

B: Obligations rated B are considered speculative and are subject to high credit
risk.

Caa: Obligations rated Caa are judged to be of poor standing and are subject to
very high credit risk.

Ca: Obligations rated Ca are highly speculative and are likely in, or very near,
default, with some prospect of recovery of principal and interest.

C: Obligations rated C are the lowest rated class of bonds and are typically in
default, with little prospect for recovery of principal or interest.

Note: Moody's appends numerical modifiers 1, 2, and 3 to each generic rating
classification from Aa through Caa. The modifier 1 indicates that the obligation
ranks in the higher end of its generic rating category; the

A-3

modifier 2 indicates a mid-range ranking; and the modifier 3 indicates a ranking
in the lower end of that generic rating category.

MEDIUM-TERM NOTE RATINGS

Moody's assigns long-term ratings to individual debt securities issued from
medium-term note (MTN) programs, in addition to indicating ratings to MTN
programs themselves. Notes issued under MTN programs with such indicated ratings
are rated at issuance at the rating applicable to all pari passu notes issued
under the same program, at the program's relevant indicated rating, provided
such notes do not exhibit any of the characteristics listed below:

1. Notes containing features that link interest or principal to the credit
performance of any third party or parties

2. Notes allowing for negative coupons, or negative principal

3. Notes containing any provision that could obligate the investor to make any
additional payments

4. Notes containing provisions that subordinate the claim.

For notes with any of these characteristics, the rating of the individual note
may differ from the indicated rating of the program.

Market participants must determine whether any particular note is rated, and if
so, at what rating level. Moody's encourages market participants to contact
Moody's Ratings Desks or visit www.moodys.com directly if they have questions
regarding ratings for specific notes issued under a medium-term note program.
Unrated notes issued under an MTN program may be assigned an NR symbol.

SHORT-TERM RATINGS

Moody's short-term ratings are opinions of the ability of issuers to honor
short-term financial obligations. Ratings may be assigned to issuers, short-term
programs or to individual short-term debt instruments. Such obligations
generally have an original maturity not exceeding thirteen months, unless
explicitly noted. Moody's employs the following designations to indicate the
relative repayment ability of rated issuers:

P-1

Issuers (or supporting institutions) rated Prime-1 have a superior ability to
repay short-term debt obligations.

P-2

Issuers (or supporting institutions) rated Prime-2 have a strong ability to
repay short-term debt obligations.

P-3

Issuers (or supporting institutions) rated Prime-3 have an acceptable ability to
repay short-term obligations.

Issuers (or supporting institutions) rated Not Prime do not fall within any of
the Prime rating categories.

NOTE: Canadian issuers rated P-1 or P-2 have their short-term ratings enhanced
by the senior-most long-term rating of the issuer, its guarantor or
support-provider.

A-4

For More Information

-------------------------------------------------------------------------------

EXISTING SHAREHOLDERS OR PROSPECTIVE INVESTORS
- Call your broker
- WEB SITE
www.vankampen.com
- FUNDINFO(R)
Automated Telephone System 800-847-2424

DEALERS
- WEB SITE
www.vankampen.com
- FUNDINFO(R)
Automated Telephone System 800-847-2424
- VAN KAMPEN INVESTMENTS 800-421-5666

TELECOMMUNICATIONS DEVICE FOR THE DEAF (TDD)

- For shareholder and dealer inquiries through TDD, call 800-421-2833

VAN KAMPEN HIGH YIELD FUND

1221 Avenue of the Americas
New York, New York 10020

Investment Adviser
VAN KAMPEN ASSET MANAGEMENT
1221 Avenue of the Americas
New York, New York 10020

Distributor
VAN KAMPEN FUNDS INC.
1221 Avenue of the Americas
New York, New York 10020

Transfer Agent
VAN KAMPEN INVESTOR SERVICES INC.
PO Box 947
Jersey City, New Jersey 07303-0947

Attn: Van Kampen High Yield Fund

Custodian
STATE STREET BANK AND TRUST COMPANY
225 West Franklin Street, PO Box 1713
Boston, Massachusetts 02110-1713

Attn: Van Kampen High Yield Fund

Legal Counsel
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
333 West Wacker Drive
Chicago, Illinois 60606

Independent Registered Public Accounting Firm

ERNST & YOUNG LLP

233 South Wacker Drive

Chicago, Illinois 60606

Van Kampen

High Yield

Fund

A Statement of Additional Information, which contains more details about the
Fund, is incorporated by reference in its entirety into this Prospectus.

You will find additional information about the Fund
in its annual and semiannual reports to shareholders.
The annual report explains the market conditions and
investment strategies affecting the Fund's performance during
its last fiscal year.

You can ask questions or obtain a free copy of the Fund's reports or its
Statement of Additional Information by calling (800) 847-2424.
Telecommunications Device for the Deaf users may call (800) 421-2833. Free
copies of the Fund's reports and its Statement of Additional Information are
available from our web site at www.vankampen.com.

Information about the Fund, including its reports and Statement of Additional
Information, has been filed with the Securities and Exchange Commission (SEC).
It can be reviewed and copied at the SEC's Public Reference Room in Washington,
DC or on the EDGAR database on the SEC's internet site (http://www.sec.gov).
Information on the operation of the SEC's Public Reference Room may be obtained
by calling the SEC at (202) 942-8090. You can also request copies of these
materials, upon payment of a duplicating fee, by electronic request at the SEC's
e-mail address (publicinfo@sec.gov) or by writing the Public Reference section
of the SEC, Washington, DC 20549-0102.

DECEMBER 30, 2004

CLASS A SHARES
CLASS B SHARES
CLASS C SHARES

PROSPECTUS

[VAN KAMPEN INVESTMENTS LOGO]
The Fund's Investment Company HYI PRO 12/04
Act File No. is 811-2851. 65044PRO-00

Van Kampen High Yield Fund

-------------------------------------------------------------------------------

This Prospectus is dated DECEMBER 30, 2004

CLASS I SHARES

PROSPECTUS

[VAN KAMPEN INVESTMENTS LOGO]

Table of Contents

Risk/Return Summary......................................... 3
Fees and Expenses of the Fund............................... 6
Investment Objectives, Principal Investment Strategies and
Risks....................................................... 7
Investment Advisory Services................................ 14
Purchase of Shares.......................................... 15
Redemption of Shares........................................ 17
Distributions from the Fund................................. 18
Shareholder Services........................................ 18
Frequent Purchases and Redemptions of Fund Shares........... 18
Federal Income Taxation..................................... 19
Disclosure of Portfolio Holdings............................ 21
Appendix--Description of Securities Ratings................. A-1

Risk/Return Summary

-------------------------------------------------------------------------------

INVESTMENT OBJECTIVES

PRINCIPAL INVESTMENT STRATEGIES

PRINCIPAL INVESTMENT RISKS

An investment in the Fund is subject to risks, and you could lose money on your
investment in the Fund. There can be no assurance that the Fund will achieve its
investment objectives.

market risk than a fund that does not own these types of securities.

INVESTOR PROFILE

In light of the Fund's investment objectives and principal investment
strategies, the Fund may be appropriate for investors who:

- Seek a high level of current income

- Are willing to take on the substantially increased risks of medium- and
lower-grade securities in exchange for potentially higher income

- Wish to add to their investment portfolio a fund that invests primarily in
medium- and lower-grade income securities

ANNUAL PERFORMANCE

One way to measure the risks of investing in the Fund is to look at how its
performance has varied from year to year. The following chart shows the annual
returns of the Fund's Class A Shares* over the ten calendar years prior to the
date of this Prospectus. Remember that

past performance of the Fund is not indicative of its future performance.

[BAR GRAPH]

CLASS A SHARES'* ANNUAL RETURN
------------------------------

1994 -3.62
1995 17.43
1996 13.65
1997 12.24
1998 0.46
1999 3.90
2000 -8.22
2001 -2.65
2002 -9.42
2003 24.17

* The Fund commenced offering Class I Shares on September 1, 2004. The returns
shown in the Annual Performance chart above (and in the Comparative
Performance chart below) are for the Class A Shares of the Fund (which are
offered in a separate prospectus). The Class A Shares' sales loads are not
reflected in this chart. If these sales loads had been included, the returns
shown above would have been lower. The annual returns of the Fund's Class I
Shares would be substantially similar to those shown for the Class A Shares
because all of the Fund's shares are invested in the same portfolio of
securities; however, the actual annual returns of the Class I Shares will
differ from the annual returns shown for the Fund's Class A Shares because of
differences in the expenses borne by each class of shares. Return information
for the Fund's Class I Shares will be shown in future prospectuses offering
the Fund's Class I Shares after the Fund's Class I Shares have a full calendar
year of return information to report.

The Fund's return for the nine-month period ended September 30, 2004 for Class A
Shares was 6.58%. As a result of market activity, current performance may vary
from the figures shown.

COMPARATIVE PERFORMANCE

As a basis for evaluating the Fund's performance and risks, the table below
shows how the Fund's performance compares with the JP Morgan Global High Yield
Index (formerly known as the Chase Global High Yield Index)*, a broad-based
market index that the Fund's investment adviser believes is an appropriate
benchmark for the Fund, and the Lipper High Yield Bond Fund Index, an index of
funds with similar investment objectives. The Fund's performance figures are for
the Fund's Class A Shares** and include the maximum sales charges paid by
investors on such Class A Shares. The indices' performance figures do not
include any commissions, sales charges or taxes that would be paid by investors
purchasing the securities represented by the indices. An investment cannot be
made directly in the indices.

In addition to before tax returns, the table shows after tax returns for the
Fund's Class A Shares in two ways: (i) after taxes on distributions and (ii)
after taxes on distributions and sale of Fund shares. The after tax returns for
the Fund's Class I Shares will vary from the Class A Shares' returns. After tax
returns are calculated using the historical highest individual federal marginal
income tax rates during the periods shown and do not reflect the impact of state
and local taxes. Actual after tax returns depend on an investor's tax situation
and may differ from those shown. After tax returns are not relevant to investors
who hold their Fund shares through tax-deferred arrangements, such as 401(k)
plans or individual retirement accounts. An after tax return may be higher than
the before tax return due to an assumed benefit from any capital loss that would
have been realized had Fund shares been sold at the end of the relevant period.

(before and after taxes) of the Fund is not indicative of its future
performance.

AVERAGE ANNUAL
TOTAL RETURNS
FOR THE
PERIODS ENDED PAST PAST PAST
DECEMBER 31, 2003 1 YEAR 5 YEARS 10 YEARS
------------------------------------------------------------------

Van Kampen High Yield Fund --
Class A Shares**
Return Before Taxes 18.20% -0.12% 3.73%
Return After Taxes on
Distributions 15.72% -3.97% -0.19%
Return After Taxes on
Distributions and Sale of
Fund Shares 11.70% -2.46% 0.73%
JP Morgan Global High Yield
Index* 26.80% 5.31% 7.27%
Lipper High Yield Bond Fund
Index 24.16% 3.35% 5.47%
..................................................................

** The Fund commenced offering Class I Shares on September 1, 2004. The returns
shown in the Comparative Performance chart are for the Class A Shares of the
Fund (which are offered in a separate prospectus). The annual returns of the
Fund's Class I Shares would be substantially similar to those shown for the
Class A Shares because all of the Fund's shares are invested in the same
portfolio of securities; however, the actual annual returns of the Class I
Shares will differ from the annual returns shown for the Fund's Class A
Shares because of differences in the sales charges and expenses borne by each
class of shares. Return information for the Fund's Class I Shares will be
shown in future prospectuses offering the Fund's Class I Shares after the
Fund's Class I Shares have a full calendar year of return information to
report.

The current yield for the thirty-day period ended August 31, 2004 is 6.53% for
Class A Shares. Investors can obtain the current yield of the Fund for each
class of shares by calling (800) 847-2424 or by visiting our web site at
www.vankampen.com.

Fees and Expenses
of the Fund

-------------------------------------------------------------------------------
This table describes the fees and expenses that you may pay if you buy and hold
shares of the Fund.

CLASS I
SHARES
-----------------------------------------------------------

SHAREHOLDER FEES
(fees paid directly from your investment)
-----------------------------------------------------------
Maximum sales charge (load) imposed on
purchases None
...........................................................
Maximum deferred sales charge (load) None
...........................................................
Maximum sales charge (load) imposed on
reinvested dividends None
...........................................................
Redemption fee None
...........................................................
Exchange fee None
...........................................................

ANNUAL FUND OPERATING EXPENSES
(expenses that are deducted from Fund assets and are based
on expenses incurred during the Fund's fiscal year ended
August 31, 2004)
-----------------------------------------------------------
Management fees 0.54%
...........................................................
Other expenses(1) 0.28%
...........................................................
Total annual fund operating expenses 0.82%
...........................................................

(1) Other expenses are based on estimated expenses for the current fiscal year.

Example:

The following example is intended to help you compare the cost of investing in
the Fund with the costs of investing in other mutual funds.

ONE THREE FIVE TEN
YEAR YEARS YEARS YEARS
-------------------------------------------------------------------

Class I Shares $84 $263 $457 $1,019
...................................................................

Investment Objectives,
Principal Investment
Strategies and Risks

-------------------------------------------------------------------------------

INVESTMENT OBJECTIVES

PRINCIPAL INVESTMENT
STRATEGIES AND RISKS

Under normal market conditions, the Fund's investment adviser seeks to achieve
the Fund's investment objectives by investing primarily in a portfolio of high-
yielding, high-risk bonds and other income securities, including convertible
securities and preferred stock. Under normal market conditions, the Fund invests
primarily in medium- and lower-grade income securities, which includes
securities rated at the time of purchase BBB or lower by Standard & Poor's
("S&P") or rated Baa or lower by Moody's Investors Service, Inc. ("Moody's") and
unrated securities determined by the Fund's investment adviser to be of
comparable quality at the time of purchase. With respect to such investments,
the Fund has not established any limit on the percentage of its portfolio which
may be invested in securities in any one rating category. Securities rated BB or
lower by S&P or rated Ba or lower by Moody's and unrated securities of
comparable quality are regarded as below investment grade and are commonly
referred to as junk bonds, and involve greater risks than investments in
higher-grade securities. Investors should carefully consider the section below
entitled "Risks of Investing in Medium- and Lower-Grade Securities." Certain
types of income securities are subject to additional risks, see "Additional
Information Regarding Certain Income Securities" below.

UNDERSTANDING
QUALITY RATINGS

S&P MOODY'S MEANING
------------------------------------------------------

AAA Aaa Highest quality
......................................................
AA Aa High quality
......................................................
A A Above-average grade
......................................................
BBB Baa Average grade
------------------------------------------------------
BB Ba Below-average grade
......................................................
B B Marginal grade
......................................................
CCC Caa Poor grade
......................................................
CC Ca Highly speculative
......................................................
C C Lowest grade
......................................................
D -- In default
......................................................

The Fund's investment adviser seeks to minimize the risks involved in investing
in medium- and lower-grade securities through diversification and a focus on
in-depth research and fundamental credit analysis. In selecting securities for
investment, the Fund's investment adviser considers, among other things, the
security's current income potential, the rating assigned to the security, the
issuer's experience and managerial strength, the financial soundness of the
issuer and the outlook of its industry, changing financial condition, borrowing
requirements or debt maturity schedules, regulatory concerns, and responsiveness
to changes in business conditions and interest rates. The Fund's investment
adviser also may consider relative values based on anticipated cash flow,
interest or dividend coverage, balance sheet analysis and earnings prospects.
The investment adviser evaluates each individual income security for credit
quality and value and attempts to identify higher-yielding securities of
companies whose financial condition has improved since the issuance of such
securities or is anticipated to improve in the future. Because of the number of
investment considerations involved in investing in medium- and lower-grade
securities, achievement of the Fund's investment objectives may be more
dependent upon the investment adviser's credit analysis than is the case with
investing in higher-grade securities.

UNDERSTANDING
MATURITIES

An income security can be categorized according to its maturity, which is
the length of time before the issuer must repay the principal.

Term Maturity Level
---------------------------------------------------

UNDERSTANDING
DURATION

RISK OF INVESTING IN
MEDIUM- AND LOWER-GRADE SECURITIES

price of the medium- or lower-grade securities in the Fund and thus in the net
asset value of the Fund. Adverse publicity and investor perceptions, whether or
not based on rational analysis, may affect the value, volatility and liquidity
of medium- or lower-grade securities.

Special tax considerations are associated with investing in certain medium- or
lower-grade securities, such as zero coupon or pay-in-kind securities. See
"Federal Income Taxation" below.

The percentage of the Fund's assets invested in securities of various grades may
vary from time to time from those listed above.

ADDITIONAL INFORMATION REGARDING
CERTAIN INCOME SECURITIES

RISKS OF INVESTING IN
SECURITIES OF FOREIGN ISSUERS

The Fund may invest up to 35% of its total assets in securities issued by
foreign governments and other foreign issuers which are similar in quality to
the securities described above. Securities of foreign issuers may be denominated
in U.S. dollars or in currencies other than U.S. dollars. The Fund's investment
adviser believes that in certain instances such securities of foreign issuers
may provide higher yields than securities of domestic issuers which have similar
maturities.

Since the Fund may invest in securities denominated or quoted in currencies
other than the U.S. dollar, the Fund will be affected by changes in foreign
currency exchange rates (and exchange control regulations) which affect the
value of investments in the Fund and the accrued income and appreciation or
depreciation of the investments. Changes in foreign currency exchange rates
relative to the U.S. dollar will affect the U.S. dollar value of the Fund's
assets denominated in that currency and the Fund's return on such assets as well
as any temporary uninvested reserves in bank deposits in foreign currencies. In
addition, the Fund will incur costs in connection with conversions between
various currencies.

STRATEGIC TRANSACTIONS

The Fund may purchase and sell listed and over-the-counter options ("OTC
Options"). OTC Options are subject to certain additional risks including default
by the other party to the transaction and the liquidity of the transactions.

different from those involved with direct investments in underlying securities.
For example, there may be an imperfect correlation between the value of the
instruments and the underlying assets. In addition, the use of these
transactions includes the risks of default by the other party to certain
transactions. The Fund may incur losses in using these transactions that
partially or completely offset gains in portfolio positions. These transactions
may not be liquid and involve manager risk. In addition, such transactions may
involve commissions and other costs, which may increase the Fund's expenses and
reduce its return.

OTHER INVESTMENTS AND RISK FACTORS

Further information about these types of investments and other investment
practices that may be used by the Fund is contained in the Fund's Statement of
Additional Information.

The Fund may sell securities without regard to the length of time they have been
held to take advantage of new investment opportunities, or yield differentials,
or for other reasons. The Fund's portfolio turnover rate may vary from year to
year. A high portfolio turnover rate (100% or more) increases a fund's
transaction costs (including brokerage commissions or dealer costs), which would
adversely impact a fund's performance. Higher portfolio turnover may result in
the realization of more short-term capital gains than if a fund had lower
portfolio turnover. The turnover rate will not be a limiting factor, however, if
the Fund's investment adviser considers portfolio changes appropriate.

Investment
Advisory Services

-------------------------------------------------------------------------------

brokerage activities, investment banking, research and analysis, financing and
financial advisory services. The Adviser's principal office is located at 1221
Avenue of the Americas, New York, New York 10020.

AVERAGE DAILY NET ASSETS % PER ANNUM
--------------------------------------------------

From time to time, the Adviser or the Distributor may voluntarily undertake to
reduce the Fund's expenses by reducing the fees payable to them or by reducing
other expenses of the Fund in accordance with such limitations as the Adviser or
Distributor may establish.

Purchase of Shares

-------------------------------------------------------------------------------

GENERAL

This Prospectus offers Class I Shares of the Fund. Class I Shares are offered
without any sales charges on purchases or sales and without any distribution
(12b-1) fee and service fee. Class I Shares are available for purchase
exclusively by investors through (i) tax-exempt retirement plans with assets of
at least one million dollars (including 401(k) plans, 457 plans,
employer-sponsored 403(b) plans, profit sharing and money purchase plans,
defined benefit plans and non-qualified deferred compensation plans), (ii)
fee-based investment programs with assets of at least one million dollars and
(iii) institutional clients with assets of at least one million dollars.

Participants in tax-exempt retirement plans must contact the plan's
administrator to purchase shares. For plan administrator contact information,
participants should contact their respective employer's human resources
department. Participants in fee-based investment programs should contact the
program's administrator or their financial adviser to purchase shares.
Transactions generally are effected on behalf of a tax-exempt retirement plan
participant by the administrator or a custodian, trustee or record keeper for
the plan and on behalf of a fee-based investment program participant by their
administrator or financial adviser. Institutional clients may purchase shares
either directly or through an authorized dealer.

Other classes of shares of the Fund may be offered through one or more separate
prospectuses of the Fund. Each class of shares of the Fund represents an
interest in the same portfolio of investments of the Fund and generally has the
same rights, except for the differing sales loads, distribution fees, service
fees and any related expenses associated with each class of shares, the
exclusive voting rights by each class with respect to any distribution plan or
service plan for such

class of shares, and some classes may have different conversion rights or
shareholder servicing options.

PRICING FUND SHARES

The offering price of the Fund's Class I Shares is based upon the Fund's next
determined net asset value per share after an order is received timely by the
Fund's shareholder service agent, Van Kampen Investor Services Inc. ("Investor
Services"), a wholly-owned subsidiary of Van Kampen Investments, either directly
or from authorized dealers, administrators, financial advisers, custodians,
trustees or record keepers. The net asset value per share is determined once
daily as of the close of trading on the New York Stock Exchange (the "Exchange")
(currently 4:00 p.m., New York time) each day the Exchange is open for trading
except on any day on which no purchase or redemption orders are received or
there is not a sufficient degree of trading in the Fund's portfolio securities
such that the Fund's net asset value per share might be materially affected. The
Fund's Board of Trustees reserves the right to calculate the net asset value per
share and adjust the offering price more frequently than once daily if deemed
desirable. Net asset value per share for Class I Shares is determined by
dividing the value of the Fund's portfolio securities, cash and other assets
(including accrued interest) attributable to Class I Shares, less all
liabilities (including accrued expenses) attributable to Class I Shares, by the
total number of Class I Shares outstanding.

Such computation is made by using prices as of the close of trading on the
Exchange and (i) valuing securities listed or traded on a domestic securities
exchange at the last reported sale price or, if there has been no sale that day,
at the mean between the last reported bid and asked prices and valuing
securities listed or traded on a foreign securities exchange at the last
reported sale price or the latest bid price, (ii) valuing over-the-counter
securities at the NASDAQ Official Closing Price or, if there has been no sale
that day, at the mean between the last reported bid and asked prices, (iii)
valuing unlisted securities at the mean between the last reported bid and asked
prices obtained from reputable brokers and (iv) valuing any securities for which
market quotations are not readily available and any other assets at their fair
value as determined in good faith by the Adviser in accordance with procedures
established by the Fund's Board of Trustees. In cases where a security is traded
on more than one exchange, the security is valued on the exchange designated as
the primary market. Securities with remaining maturities of 60 days or less are
valued at amortized cost, which approximates market value. See the financial
statements and notes thereto in the Fund's Annual Report.

HOW TO BUY SHARES

The Adviser and/or the Distributor may pay compensation (out of their own funds
and not as an expense of the Fund) to certain affiliated or unaffiliated
authorized dealers in connection with the sale or retention of fund shares
and/or shareholder servicing. Such compensation may be significant in amount and
the prospect of receiving, or the receipt of, such compensation may provide both
affiliated and unaffiliated entities, and their representatives or employees,
with an incentive to favor sales of shares of the Fund over other investment
options. Any such payments will not change the net asset value or the price of
the Fund's shares. For more information, please see the Fund's Statement of
Additional Information and/or contact your authorized dealer.

The offering price for shares is based upon the next determined net asset value
per share after an order is received timely by Investor Services. Purchases
completed through an authorized dealer, administrator, custodian, trustee,
record keeper or financial adviser may involve additional fees charged by such
person. Orders received by Investor Services prior to the close of the Exchange,
and orders received by authorized dealers, administrators, custodians, trustees,
record keepers or financial advisers prior to the close of the

Exchange that are properly transmitted to Investor Services by the time
designated by Investor Services, are priced based on the date of receipt. Orders
received by Investor Services after the close of the Exchange, and orders
received by authorized dealers, administrators, custodians, trustees, record
keepers or financial advisers after the close of the Exchange or orders received
by such persons that are not transmitted to Investor Services until after the
time designated by Investor Services, are priced based on the date of the next
determined net asset value per share provided they are received timely by
Investor Services on such date. It is the responsibility of authorized dealers,
administrators, custodians, trustees, record keepers or financial advisers to
transmit orders received by them to Investor Services so they will be received
in a timely manner.

Investor accounts will automatically be credited with additional shares of the
Fund after any Fund distributions, such as dividends and capital gain dividends,
unless the investor instructs the Fund otherwise. Investors wishing to receive
cash instead of additional shares should contact their authorized dealer,
administrator or financial adviser.

Redemption of Shares

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Generally, shareholders of Class I Shares of the Fund may redeem for cash some
or all of their shares without charge by the Fund at any time. Participants in
tax-exempt retirement plans must contact the plan's administrator to redeem
shares. For plan administrator contact information, participants should contact
their respective employer's human resources department. Participants in
fee-based investment programs must contact the program's administrator or their
financial adviser to redeem shares. Institutional clients may redeem shares
either directly or through an authorized dealer. Plan administrators,
custodians, trustees, record keepers or financial advisers may place redemption
requests directly with Investor Services or through an authorized dealer
following procedures specified by such authorized dealer.

The redemption price will be the net asset value per share next determined after
the receipt by Investor Services of a request in proper form from an
administrator, custodian, trustee, record keeper or financial adviser or by the
Distributor from an authorized dealer provided such order is transmitted to
Investor Services or the Distributor by the time designated by Investor Services
or the Distributor. It is the responsibility of administrators, financial
advisers, custodians, trustees, record keepers and authorized dealers to
transmit redemption requests received by them to Investor Services or the
Distributor so they will be received prior to such time. Redemptions completed
through an administrator, custodian, trustee, record keeper, financial adviser
or authorized dealer may involve additional fees charged by such person.

Payment for shares redeemed generally will be mailed within seven days after
receipt by Investor Services of the redemption request in proper form. Such
payment may be postponed or the right of redemption suspended as provided by the
rules of the SEC. Such payment may, under certain circumstances, be paid wholly
or in part by a distribution-in-kind of portfolio securities. A
distribution-in-kind may result in recognition by the shareholder of a gain or
loss for federal income tax purposes when such securities are distributed, and
the shareholder may have brokerage costs and a gain or loss for federal income
tax purposes upon the shareholder's disposition of such securities. If the
shares to be redeemed have been recently purchased by check, Investor Services
may delay the payment of redemption proceeds until it confirms that the purchase
check has cleared, which may take up to 15 calendar days from the date of
purchase.

If a holder of Class I Shares ceases to participate in the plan or program or is
otherwise no longer eligible to purchase Class I Shares, then all Class I Shares
held by the shareholder will convert to Class A Shares of the Fund (which are
described and offered in a separate prospectus). The Fund will provide the
shareholder with at least 30 days notice prior to such conversion. The failure
of a shareholder of a fee-based investment program to satisfy any minimum
investment requirements will not constitute a conversion event. Such conversion
will be on the basis of the relative net asset values of the shares, without
imposition of any sales load, fee or other charge.

Distributions from
the Fund

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In addition to any increase in the value of shares which the Fund may achieve,
shareholders may receive distributions from the Fund of dividends and capital
gain dividends.

Shareholder Services

-------------------------------------------------------------------------------

Participants in tax-exempt retirement plans and fee-based investment programs
eligible to purchase the shares of the Fund must contact the administrator or
their financial adviser to purchase, redeem or exchange shares. Certain
shareholder services may only be available to tax-exempt retirement plan
participants through a plan administrator. Participants should contact the
appropriate tax-exempt retirement plan administrator for information regarding
the administration of participants' investments in the shares.

Frequent Purchases
and Redemptions of
Fund Shares

-------------------------------------------------------------------------------

The Fund discourages frequent purchases and redemptions of Fund shares by Fund
shareholders and the Fund's Board of Trustees has adopted policies and
procedures with respect to such frequent purchases and redemptions. The Fund's
policies with respect to purchases, redemptions and exchanges of Fund shares are
described in the "Fees and Expense of the Fund," "Purchase of Shares,"
"Redemptions of Shares" and "Shareholder Services" sections of this Prospectus.
Except as described in each of these sections, the Fund's policies regarding
frequent trading of Fund shares are applied uniformly to all shareholders. With
respect to trades that occur through omnibus accounts at intermediaries, such as
investment advisers, broker dealers, transfer agents, third party administrators
and insurance companies, the Fund has (i) requested assurance that such
intermediaries currently selling Fund shares have in place internal policies and
procedures reasonably designed to address market timing concerns and has
instructed such intermediaries to notify the Fund immediately if they are unable
to comply with such policies and procedures and (ii) requires all prospective
intermediaries to agree to cooperate in enforcing the Fund's policies with
respect to frequent purchases, exchanges and redemptions of Fund shares.

Federal Income Taxation

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The Jobs and Growth Tax Relief Reconciliation Act of 2003 (the "2003 Tax Act")
contains provisions that reduce the U.S. federal income tax rates on (1) long-
term capital gains received by individuals and (2) "qualified dividend income"
received by individuals from certain domestic and foreign corporations. The
reduced rates for capital gains generally apply to long-term capital gains from
sales or exchanges recognized on or after May 6, 2003, and cease to apply for
taxable years beginning after December 31, 2008. The reduced rate for dividends
generally applies to "qualified dividend income" received in taxable years
beginning after December 31, 2002, and ceases to apply for taxable years
beginning after December 31, 2008. Fund shareholders, as well as the fund
itself, must satisfy certain holding period and other requirements in order for
the reduced rates for dividends to apply. Because the Fund may invest a portion
of its assets in preferred stocks and securities convertible into common stock,
ordinary income dividends paid by the Fund may be eligible for the reduced rate
applicable to "qualified dividend income." No assurance can be given as to what
percentage of ordinary income dividends paid by the Fund will consist of
"qualified dividend income." To the extent that distributions from the Fund are
designated as capital gain dividends, such distributions will be eligible for
the reduced rates applicable to long-term capital gains. No assurance can be
given that Congress will not repeal the reduced U.S. federal income tax rates on
long-term capital gains and "qualified dividend income" prior to the scheduled
expiration of these rates under the 2003 Tax Act.

The sale or exchange of shares may be a taxable transaction for federal income
tax purposes.

Shareholders who sell their shares will generally recognize a gain or loss in an
amount equal to the difference between their adjusted tax basis in the shares
sold and the amount received. If the shares are held by the shareholder as a
capital asset, the gain or loss will be a capital gain or loss. As a consequence
of the 2003 Tax Act, the maximum tax rate applicable to net capital gains
recognized by individuals and other non-corporate taxpayers on the sale or
exchange of shares is (i) the same as the maximum ordinary income tax rate for
capital assets held for one year or less or (ii) for net capital gains
recognized on or after May 6, 2003, 15% for capital assets held for more than
one year (20% for net capital gains recognized in taxable years beginning after
December 31, 2008). No assurance can be given that Congress will not repeal the
reduced U.S. federal income tax rates on long-term capital gains prior to the
scheduled expiration of these rates under the 2003 Tax Act.

Backup withholding rules require the Fund, in certain circumstances, to withhold
28% (through 2010) of dividends and certain other payments, including redemption
proceeds, paid to shareholders who do not furnish to the Fund their correct
taxpayer identification number (in the case of individuals, their social
security number) and make certain required certifications (including
certifications as to foreign status, if applicable) or who are otherwise subject
to backup withholding.

Foreign shareholders, including shareholders who are non-resident aliens, may be
subject to U.S. withholding tax on certain distributions (whether received in
cash or in shares) at a rate of 30% or such lower rate as prescribed by an
applicable treaty. The American Jobs Creation Act of 2004 (the "2004 Act")
permits the Fund to pay "interest-related dividends" and "short-term capital
gain dividends" to its foreign shareholders without having to withhold on such
dividends at the 30% rate. Under the 2004 Tax Act, the amount of
"interest-related dividends" that the Fund may pay each year is limited to the
amount of qualified interest income received by the Fund during that year, less
the amount of the Fund's expenses properly allocable to such interest income.
Under the 2004 Act, the amount of "short-term capital gain dividends" that the
Fund may pay each year generally is limited to the excess of the Fund's net
short-term capital gains over its net long-term capital losses, without any
reduction for the Fund's expenses allocable to such gains (with exceptions for
certain gains). The exemption from 30% withholding tax for "short-term capital
gain dividends" does not apply with respect to foreign shareholders that are
present in the United States for more than 182 days during the taxable year. If
the Fund's income for a taxable year includes "qualified interest income" or net
short-term capital gains, the fund intends to designate dividends as
"interest-related dividends" or "short-term capital gain dividends" by written
notice mailed to its foreign shareholders not later than 60 days after the close
of the Fund's taxable year. Foreign shareholders must provide documentation to
the Fund certifying their non-United States status. These new provisions apply
to dividends paid by the Fund with respect to the Fund's taxable years beginning
on or after January 1, 2005 and will cease to apply to dividends paid by the
Fund with respect to the Fund's taxable years beginning after December 31, 2007.
No assurance can be given that Congress will not repeal these provisions prior
to their scheduled expiration under the 2004 Tax Act. Prospective foreign
investors should consult their advisers concerning the tax consequences to them
of an investment in shares of the Fund.

Investments of the Fund in securities issued at a discount or providing for
deferred interest or payment of interest in kind are subject to special tax
rules that will affect the amount, timing and character of distributions to
shareholders. For example, with respect to securities issued at a discount, the
Fund will be required to accrue as income each year a portion of the discount
and to distribute such income each year to maintain its qualification as a
regulated investment company and to avoid income and excise taxes. To generate
sufficient cash to make distributions necessary to satisfy the 90% distribution
requirement and to avoid income and excise taxes, the Fund may have to

dispose of securities that it would otherwise have continued to hold.

Disclosure of
Portfolio Holdings

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A description of the Fund's policies and procedures with respect to the
disclosure of the Fund's portfolio securities is available in the Fund's
Statement of Additional Information.

The Fund discloses portfolio holdings on its public web site, www.vankampen.com,
as follows:

- Calendar Quarters: Complete portfolio holdings as of the end of each calendar
quarter disclosed with a minimum lag time of 30 calendar days.

- Monthly: Top 10 (or top 15) largest portfolio holdings as of the end of each
month disclosed with a minimum lag time of 15 calendar days.

Appendix -- Description of
Securities Ratings

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STANDARD & POOR'S -- A brief description of the applicable Standard & Poor's
(S&P) rating symbols and their meanings (as published by S&P) follows:

LONG-TERM ISSUE CREDIT RATINGS

Issue credit ratings are based in varying degrees, on the following
considerations:

1. Likelihood of payment -- capacity and willingness of the obligor to meet its
financial commitment on an obligation in accordance with the terms of the
obligation;

2. Nature of and provisions of the obligation; and

AAA: An obligation rated "AAA" has the highest rating assigned by S&P. The
obligor's capacity to meet its financial commitment on the obligation is
extremely strong.

AA: An obligation rated "AA" differs from the highest-rated obligations only in
small degree. The obligor's capacity to meet its financial commitment on the
obligation is very strong.

A-1

SPECULATIVE GRADE

CC: An obligation rated "CC" is currently highly vulnerable to nonpayment.

Plus (+) or minus (-): The ratings from 'AA' to 'CCC' may be modified by the
addition of a plus or minus sign to show relative standing within the major
rating categories.

N.R.: This indicates that no rating has been requested, that there is
insufficient information on which to base a rating, or that S&P does not rate a
particular obligation as a matter of policy.

SHORT-TERM ISSUE CREDIT RATINGS

A S&P short-term rating is a current assessment of the likelihood of timely
payment of debt considered short-term in the relevant market.