Edgar Filing: VAN KAMPEN HIGH YIELD FUND

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 20, 2006

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. 53 [X]

REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940 [X]
AMENDMENT NO. 48 [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:
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 29, 2006 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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MUTUAL FUNDS

Van Kampen
High Yield Fund

---------------------------------------
This Prospectus is dated

December 29, 2006

CLASS A SHARES
CLASS B SHARES
CLASS C SHARES

Van Kampen High Yield 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. 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.
(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................................ 18
Purchase of Shares.......................................... 19
Redemption of Shares........................................ 28
Distributions from the Fund................................. 30
Shareholder Services........................................ 30
Frequent Purchases and Redemptions of Fund Shares........... 32
Federal Income Taxation..................................... 33
Disclosure of Portfolio Holdings............................ 35
Financial Highlights........................................ 36
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
issued by foreign governments or foreign corporations. The Fund may purchase and
sell certain derivative instruments, such as options, futures contracts, options
on futures contracts, swaps and structured products (collectively, also referred
to in this Prospectus as Strategic Transactions), 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. The Fund may also invest in issuers in developing or emerging
market countries, which are subject to greater risks than investments in
securities of issuers in developed countries.

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, options on futures
contracts, swaps and structured products 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
-------------

1996 13.65
1997 12.24
1998 0.46
1999 3.90
2000 -8.22
2001 -2.65
2002 -9.42
2003 24.17
2004 10.47
2005 1.28

The Fund's return for the nine-month period ended September 30, 2006 for Class A
Shares was 4.93%. 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 have
similar variability from year to year as shown in the preceding chart for Class
A Shares because all of the Fund's shares are invested in the same portfolio of
securities; however, the actual annual returns of 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 two broad-based market indices
that the Fund's investment adviser believes are appropriate benchmarks for the
Fund: Lehman Brothers U.S. Corporate High Yield 2% Issuer Cap Index* and JP
Morgan Global High Yield Index**, and 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, 2005 (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, 2005 1 YEAR 5 YEARS 10 YEARS
----------------------------------------------------------------

Van Kampen High Yield
Fund -- Class A Shares
Return Before Taxes -3.62% 3.13% 3.61%
Return After Taxes on
Distributions -6.06% -0.11% -0.06%
Return After Taxes on
Distributions and Sale
of Fund Shares -2.37% 0.64% 0.79%
Lehman Brothers U.S.
Corporate High Yield 2%
Issuer Cap Index* 2.76% 9.12% 6.70%
JP Morgan Global High
Yield Index** 3.07% 9.57% 7.03%
Lipper High Yield Bond
Fund Index 3.00% 6.76% 5.30%
.................................................................
Van Kampen High Yield
Fund -- Class B Shares
Return Before Taxes -3.00% 3.18% 3.47%***
Lehman Brothers U.S.
Corporate High Yield 2%
Issuer Cap Index* 2.76% 9.12% 6.70%
JP Morgan Global High
Yield Index** 3.07% 9.57% 7.03%
Lipper High Yield Bond
Fund Index 3.00% 6.76% 5.30%
.................................................................
Van Kampen High Yield
Fund -- Class C Shares
Return Before Taxes -0.40% 3.37% 3.31%
Lehman Brothers U.S.
Corporate High Yield 2%
Issuer Cap Index* 2.76% 9.12% 6.70%
JP Morgan Global High
Yield Index** 3.07% 9.57% 7.03%
Lipper High Yield Bond
Fund Index 3.00% 6.76% 5.30%
.................................................................

* The Lehman Brothers U.S. Corporate High Yield 2% Issuer Cap Index is an
unmanaged, broad-based index that reflects the general performance of the
U.S. dollar denominated, fixed-rate, non-investment grade, taxable corporate
bond market. Issuers are capped at 2% of the index.

** 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. Based on the Fund's
asset composition, the Fund's investment adviser believes the Lehman
Brothers U.S. Corporate High Yield 2% Issuer Cap Index is a more appropriate
broad-based benchmark for the Fund than the JP Morgan Global High Yield
Index. Accordingly, the JP Morgan Global High Yield Index will not be shown
in future prospectuses of the Fund.

*** The "Past 10 Years" performance for Class B Shares reflects the conversion
of such shares into 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, 2006 is 6.68% for
Class A Shares, 6.20% for Class B Shares and 6.32% 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
----------------------------------------------------------------

SHAREHOLDER FEES
(fees paid directly from your investment)
----------------------------------------------------------------
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(5) 2.00% 2.00% 2.00%
.................................................................
Exchange fee(5) 2.00% 2.00% 2.00%
.................................................................
Account Maintenance
(Low Balance) Fee
(for accounts under
$750)(6) $12/yr $12/yr $12/yr
.................................................................

CLASS A CLASS B CLASS C
SHARES SHARES SHARES
----------------------------------------------------------------

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,
2006)
----------------------------------------------------------------
Management fees 0.40% 0.40% 0.40%
.................................................................
Distribution and/or
service (12b-1) fees(7) 0.25% 1.00%(8) 1.00%(8)
.................................................................
Other expenses 0.27% 0.28% 0.28%
.................................................................
Total annual fund
operating expenses 0.92% 1.68% 1.68%
.................................................................

(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 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) The redemption fee and the exchange fee apply to the proceeds of Fund shares
that are redeemed or exchanged within 30 days of purchase. See "Redemption
of Shares" for more information on when the fees apply.

(6) Commencing in November 2007; see "Purchase of Shares -- How to Buy Shares"
for a description of the fee, including exceptions.

(7) 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."

(8) 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
--------------------------------------------------------------------

Class A Shares $564 $754 $ 960 $1,553
.....................................................................
Class B Shares $571 $830 $1,063 $1,785*
.....................................................................
Class C Shares $271 $530 $ 913 $1,987
.....................................................................

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

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

Class A Shares $564 $754 $960 $1,553
....................................................................
Class B Shares $171 $530 $913 $1,785*
....................................................................
Class C Shares $171 $530 $913 $1,987
....................................................................

* 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 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

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.

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 in writing 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, 2006 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 2006 fiscal year computed
on a monthly basis.

FISCAL YEAR ENDED AUGUST 31, 2006
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% 0.11%
........................................................................
AA/Aa 0.00% 0.00%
........................................................................
A/A 0.40% 0.00%
........................................................................
BBB/Baa 2.69% 0.55%
........................................................................
BB/Ba 31.35% 0.00%
........................................................................
B/B 55.91% 0.91%
........................................................................
CCC/Caa 7.68% 0.09%
........................................................................
CC/Ca 0.02% 0.00%
........................................................................
C/C 0.02% 0.00%
........................................................................
D 0.06% 0.21%
........................................................................
Percentage of
Rated and Unrated
Debt Securities 98.13% 1.87%
........................................................................

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

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.

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.

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.

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 purchase and sell foreign currency on a spot (i.e., cash) basis in
connection with the settlement of transactions in securities traded in such
foreign currency. The Fund also may enter into contracts with banks, brokers or
dealers to purchase or sell securities or foreign currencies at a future date
("forward contracts"). A foreign currency forward contract is a negotiated
agreement between the contracting parties to exchange a specified amount of
currency at a specified future time at a specified rate. The rate can be higher
or lower than the spot rate between the currencies that are the subject of the
contract.

The Fund may attempt to protect against adverse changes in the value of the U.S.
dollar in relation to a foreign currency by entering into a forward contract for
the purchase or sale of the amount of foreign currency invested or to be
invested, or by buying or selling a foreign currency option or futures contract
for such amount. Such strategies may be employed before the Fund purchases a
foreign security traded in the currency which the Fund anticipates acquiring or
between the date the foreign security is purchased or sold and the date on which
payment therefor is made or received. Seeking to protect against a change in the
value of a foreign currency in the foregoing manner does not eliminate
fluctuations in the prices of portfolio securities or prevent losses if the
prices of such securities decline. Furthermore, such transactions reduce or
preclude the opportunity for gain if the value of the currency should move in
the direction opposite to the position taken. Unanticipated changes in currency
prices may result in poorer overall performance for the Fund than if it had not
entered into such contracts. The Fund may also cross-hedge currencies by
entering into a transaction to purchase or sell one or more currencies that are
expected to decline in value relative to other currencies. The use of currency
transactions can result in the Fund incurring losses because of the imposition
of exchange controls, suspension of settlements or the inability of the Fund to
deliver or receive a specified currency. There is an additional risk to the
extent that these transactions create exposure to currencies in which the Fund's
securities are not denominated. Also, amounts paid as premiums and cash or other
assets held in margin accounts with respect to Strategic Transactions are not
otherwise available to the Fund for investment purposes.

STRATEGIC TRANSACTIONS

The Fund may, but is not required to, use various investment Strategic
Transactions, including options, futures contracts, options on futures
contracts, swaps and structured products 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 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.

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 contracts 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 contracts
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.

The Fund may enter into swaps transactions, including, but not limited to,
credit default, total return and interest rate swap agreements, as well as
options thereon, and may purchase or sell caps, floors and collars. A swap
transaction involves swapping one or more investment characteristics of a
security or a basket of securities with another party. A credit default swap is
an agreement between two parties to exchange the credit risk of a particular
issuer or reference entity. In a credit default swap transaction, a buyer pays
periodic fees in return for payment by the seller which is contingent upon an
adverse credit event occurring in the underlying issuer or reference entity. The
seller collects periodic fees from the buyer and profits if the credit of the
underlying issuer or reference entity remains stable or improves while the swap
is outstanding, but the seller in a credit default swap contract would be
required to pay an agreed upon amount to the buyer in the event of an adverse
credit event in the reference entity. A buyer of a credit default swap is said
to buy protection whereas a seller of a credit default swap is said to sell
protection. A total return swap is an agreement in which one party makes
payments based on a set rate, either fixed or variable, while the other party
makes payments based on the return of an underlying asset plus any capital gains
and losses over the payment period. The underlying asset is typically an index,
loan or a basket of assets. Total return swaps provide the Fund with the
additional flexibility of gaining exposure to a market or section index by using
the most cost-effective vehicle available. An interest rate swap involves the
exchange by the Fund with another party of their respective commitments to pay
or receive interest. The purchase of an interest rate cap entitles the
purchaser, to the extent that a specified index exceeds a predetermined interest
rate, to receive

payments of interest on a contractually-based principal amount from the party
selling the interest rate cap. The purchase of an interest rate floor entitles
the purchaser, to the extent that a specified index falls below a predetermined
interest rate, to receive payments of interest on a contractually-based
principal amount from the party selling the interest rate floor. An interest
rate collar combines the elements of purchasing a cap and selling a floor. The
collar protects against an interest rate rise above the maximum amount but
foregoes the benefit of an interest rate decline below the minimum amount.

Such transactions include market risk, risk of default by the other party to the
transaction, risk of imperfect correlation and manager risk and may involve
commissions or other costs. Swaps generally do not involve delivery of
securities, other underlying assets or principal. Accordingly, the risk of loss
with respect to swaps generally is limited to the net amount of payments that
the Fund is contractually obligated to make, or in the case of the other party
to a swap defaulting, the net amount of payments that the Fund is contractually
entitled to receive. If there is a default by the counterparty, the Fund may
have contractual remedies pursuant to the agreements related to the transaction.
The swap market has grown substantially in recent years with a large number of
banks and investment banking firms acting both as principals and as agents
utilizing standardized swap documentation. As a result, the swap market has
become relatively liquid. Caps, floors and collars are more recent innovations
for which standardized documentation has not yet been fully developed and,
accordingly, they are less liquid than swaps. A more complete discussion of
swaps and similar transactions and their risks is contained in the Statement of
Additional Information.

The Fund may invest in structured notes and other types of structured
investments (referred to collectively as "structured products"). A structured
note is a derivative security for which the amount of principal repayment and/or
interest payments is based on the movement of one or more "factors." These
factors include, but are not limited to, currency exchange rates, interest rates
(such as the prime lending rate or LIBOR), referenced bonds and stock indices.
Some of these factors may or may not correlate to the total rate of return on
one or more underlying instruments referenced in such notes. In some cases, the
impact of the movements of these factors may increase or decrease through the
use of multipliers or deflators.

Generally, investments in structured products are interests in entities
organized and operated for the purpose of restructuring the investment
characteristics of underlying investment interests or securities. These
investment entities may be structured as trusts or other types of pooled
investment vehicles. This type of restructuring generally involves the deposit
with or purchase by an entity of the underlying investments and the issuance by
that entity of one or more classes of securities backed by, or representing
interests in, the underlying investments or referencing an indicator related to
such investments. The cash flow or rate of return on the underlying investments
may be apportioned among the newly issued securities to create different
investment characteristics, such as varying maturities, credit quality, payment
priorities and interest rate provisions. The cash flow or rate of return on a
structured product may be determined by applying a multiplier to the rate of
total return on the underlying investments or referenced indicator. Application
of a multiplier is comparable to the use of financial leverage, a speculative
technique. Leverage magnifies the potential for gain and the risk of loss. As a
result, a relatively small decline in the value of the underlying investments or
referenced indicator could result in a relatively large loss in the value of a
structured product. Holders of structured products bear risks of the underlying
index or reference obligation and are subject to counterparty risk.

The Fund may have the right to receive payments to which it is entitled only
from the structured product, and generally does not have direct rights against
the issuer. While certain structured investment vehicles enable the investor to
acquire interests in a pool of securities without the brokerage and other
expenses associated with directly holding the same securities, investors in
structured vehicles generally pay their share of the investment vehicle's
administrative and other expenses. Certain structured products may be thinly
traded or have a limited trading market and may have the effect of increasing
the Fund's illiquidity to the extent that the Fund, at a particular point in
time, may be unable to find qualified buyers for these securities.

Investments in structured notes involve risks including interest rate risk,
credit risk and market risk. Where the

Fund's investments in structured notes are based upon the movement of one or
more factors, including currency exchange rates, interest rates, referenced
bonds and stock indices, depending on the factor used and the use of multipliers
or deflators, changes in interest rates and movement of the factor may cause
significant price fluctuations. Additionally, changes in the reference
instrument or security may cause the interest rate on the structured note to be
reduced to zero and any further changes in the reference instrument may then
reduce the principal amount payable on maturity. Structured notes may be less
liquid than other types of securities and more volatile than the reference
instrument or security underlying the note.

The Fund complies with applicable regulatory requirements when implementing
Strategic Transactions, including the segregation of cash and/or liquid
securities on the books of the Fund's custodian, as mandated by SEC rules or SEC
staff positions. A more complete discussion of Strategic Transactions 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 in mortgage-related or mortgage-backed securities. Mortgage
loans made by banks, savings and loan institutions, and other lenders are often
assembled into pools. Interests in such pools may then be issued by private
entities or may also be issued or guaranteed by an agency or instrumentality of
the U.S. government. The Fund may invest in collateralized mortgage obligations
("CMOs") and real estate mortgage investment conduits ("REMICs"). CMOs are debt
obligations collateralized by mortgage loans or mortgage-related securities
which generally are held under an indenture issued by financial institutions or
other mortgage lenders or issued or guaranteed by agencies or instrumentalities
of the U.S. government. REMICs are private entities formed for the purpose of
holding a fixed pool of mortgages secured by an interest in real property. Such
securities generally are subject to market risk, prepayment risk and extension
risk.

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.

The Fund may sell securities without regard to the length of time they have been
held to take advantage of new investment opportunities, 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 and 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 services more than three million retail investor
accounts, has extensive capabilities for managing institutional portfolios and
has more than $112 billion under management or supervision as of September 30,
2006. Van Kampen Funds Inc., the distributor of the Fund (the "Distributor"), 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 $500 million 0.420%
...................................................
Next $250 million 0.345%
...................................................
Next $250 million 0.295%
...................................................
Next $1 billion 0.270%
...................................................
Next $1 billion 0.245%
...................................................
Over $3 billion 0.220%
...................................................

Applying this fee schedule, the Fund's effective advisory fee rate was 0.40% of
the Fund's average daily net assets for the Fund's fiscal year ended August 31,
2006. 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 registered public accounting firm 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.

A discussion regarding the basis for the Board of Trustees' approval of the
Advisory Agreement is available in the Fund's Annual Report for the fiscal year
ended August 31, 2006.

PORTFOLIO MANAGEMENT. The Fund is managed by members of the Adviser's Taxable
Fixed Income team. The Taxable Fixed Income team consists of portfolio managers
and analysts. Current members of the team jointly and primarily responsible for
the day-to-day management of the Fund's portfolio are Gordon W. Loery, an
Executive Director of the Adviser, and Joshua Givelber, a Vice President of the
Adviser.

Mr. Loery has been associated with the Adviser in an investment management
capacity since 1990 and joined the team that manages the Fund in July 2001. Mr.
Givelber has been associated with the Adviser in an investment management
capacity since 1999 and joined the team that manages the Fund in April 2003.

Mr. Loery is the lead manager of the Fund. Each team member is responsible for
specific sectors. All team members are responsible for the execution of the
overall strategy of the Fund.

The Fund's Statement of Additional Information provides additional information
about the portfolio managers' compensation structure, other accounts managed by
the portfolio managers and the portfolio managers' ownership of securities in
the Fund.

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). Differences in net asset
values per share of the Class A Shares, Class B Shares and Class C Shares are
generally expected to be due to 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") (generally 4:00 p.m., Eastern 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 valuing portfolio securities (i) for which market quotations are
readily available at such market quotations (for example, using the last
reported sale price for securities listed on a securities exchange or using the
mean between the last reported bid and asked prices on unlisted securities) and
(ii) for which market quotations are not readily available and any other assets
at their fair value as determined in good faith 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.

Trading in securities on many foreign securities exchanges and over-the-counter
markets is normally completed before the close of business on each U.S. business
day. In addition, securities trading in a particular country or countries may
not take place on all U.S. business days or may take place on days which are not
U.S. business days. Changes in valuations on certain securities may occur at
times or on days on

which the Fund's net asset value is not calculated and on which the Fund does
not effect sales, redemptions and exchanges of its shares. The Fund calculates
net asset value per share, and therefore effects sales, redemptions and
exchanges of its shares, as of the close of trading on the Exchange each day the
Exchange is open for trading.

If events materially affecting the price of foreign portfolio securities occur
between the time when their price was last determined on such foreign securities
exchange or market and the time when the Fund's net asset value was last
calculated, such securities may be valued at their fair value as determined in
good faith in accordance with procedures established by the Fund's Board of
Trustees, an effect of which may be to foreclose opportunities available to
market timers or short-term traders. For purposes of calculating net asset value
per share, all assets and liabilities initially expressed in foreign currencies
will be converted into U.S. dollars at the mean of the bid price and asked price
of such currencies against the U.S. dollar as quoted by a major bank.

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, either directly or from authorized dealers,
administrators, financial advisers, custodians, trustees or record keepers.
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.

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 (as defined below) 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. The Fund also
reserves the right to suspend the sale of the Fund's shares in response to
conditions in the securities markets or for other reasons. As used herein,
"Participating Funds" refers to Van Kampen investment companies advised by the
Adviser and distributed by the Distributor as determined from time to time by
the Fund's Board of Trustees.

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.

Prior to June 2007, 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 a 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.

Except as described below, effective June 2007, the minimum initial investment
amount when establishing a new account with the Fund is $1,000 for each class of
shares for regular accounts; $500 for each class of shares for retirement
accounts; and $50 for each class of shares for accounts participating in a
systematic investment program. The minimum subsequent investment is $50 for each
class of shares and all account types, except as described below. 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 a balance of less than $500.
Shareholders will receive written notice at least 60 days in advance of any
involuntary redemption and will be given the opportunity to purchase (subject to
any applicable sales charges) the number of additional shares needed to bring
the account value to $500.

The minimum initial and subsequent investment requirements that become effective
in June 2007 are not applicable to (i) certain omnibus accounts at financial
intermediaries, (ii) employer sponsored retirement plan accounts or pre-approved
asset allocation plan accounts and (iii) qualified state tuition plan (529
plans) accounts. In addition, the minimum initial and subsequent investment
requirements are not applicable to transactions conducted in any type of account
resulting from (i) dividend reinvestment and dividend diversification, (ii)
systematic exchange plans, (iii) unit investment trust dividend reinvestments,
(iv) conversions of Class B Shares to Class A Shares, and (v) transfers between
certain types of accounts, transfers from other custodians and/or transfers of
ownership.

Effective November 2007, a low balance fee of $12 per year, payable to the Fund,
will be deducted in November of each year from all accounts (including those
accounts established prior to June 2007, as well as those established after the
effectiveness of the new minimum investment amounts) with a value less than
$750. The low balance fee is not applicable to (i) certain omnibus accounts at
financial intermediaries, (ii) funds of funds accounts, (iii) qualified state
tuition plan (529 plan) accounts, (iv) accounts participating in a systematic
investment plan that have been in existence for less than 12 months, (v)
accounts participating in a systematic exchange plan, (vi) accounts
participating in a unit investment trust dividend reinvestment plan that have
been in existence for less than 12 months and (vii) certain accounts established
through a broker for which the transfer agent does not have discretion to
initiate transactions.

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 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.

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 charge 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 Van
Kampen unit investment trusts to reinvest distributions from such trusts in
Class A Shares of the Fund at net asset value without a sales charge. 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 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) Banks, broker-dealers and other financial institutions (including
registered investment advisers and financial planners) that have entered
into an agreement with the Distributor or one of its affiliates, purchasing
shares on behalf of clients participating in a fund supermarket, wrap
program, asset allocation program, or other program in which the clients
pay an asset-based fee (which may be subject to a minimum flat fee) for:
advisory or financial planning services, executing transactions in
Participating Fund shares, or for otherwise participating in the program.

(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) Retirement plans funded by the rollovers of assets of Participating Funds
from an employer-sponsored retirement plan and established exclusively for
the benefit of an individual (specifically including, but not limited to, a
Traditional IRA, Roth IRA, SIMPLE IRA, Solo 401(k), Money Purchase or
Profit Sharing plan) if:

(i) the account being funded by such rollover is to be maintained by the
same trustee, custodian or administrator that maintained the plan from
which the rollover funding such rollover originated, or an affiliate
thereof; and

(ii) the dealer of record with respect to the account being funded by such
rollover is the same as the dealer of record with respect to the plan
from which the rollover funding such rollover originated, or an
affiliate thereof.

(7) Trusts created under pension, profit sharing or other employee benefit
plans (including qualified and non-qualified deferred compensation plans),
provided that (a) the total plan assets are at least $1 million or (b) the
plan has more than 100 eligible employees. 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.

(8) Clients of authorized dealers purchasing shares in fixed or flat fee
(rather than transaction based fee) brokerage accounts.

(9) Certain qualified state tuition plans qualifying pursuant to Section 529 of
the Internal Revenue Code of 1986, as amended, that are approved by the
Fund's Distributor.

(10) 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 (9) 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 generally will 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 conversions 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 a Participating
Fund is determined by reference to the Participating 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 A Shares
purchased subject to a contingent deferred sales charge (i) for required minimum
distributions from an individual retirement account ("IRA") or certain other
retirement plan distributions, (ii) for withdrawals under the Fund's systematic
withdrawal plan but limited to 12% annually of the initial value of the account,
(iii) if no commission

or transaction fee is paid by the Distributor to authorized dealers at the time
of purchase of such shares or (iv) if made by the Fund's involuntary liquidation
of a shareholder's account as described herein. The contingent deferred sales
charge is waived on Class B Shares and Class C Shares in the circumstances
listed above with respect to Class A Shares as well as within one year following
the death or disability (as disability is defined by federal income tax law) of
a shareholder. However, waiver category (iii) above is only applicable with
respect to Class B Shares and Class C Shares sold through certain 401(k) plans.
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 on the amount of
shares reinstated from 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 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

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

The Fund will assess a 2% redemption fee on the proceeds of Fund shares that are
redeemed (either by sale or exchange) within 30 days of purchase. The redemption
fee is paid directly to the Fund and is intended to defray the costs associated
with the sale of portfolio securities to satisfy redemption and exchange
requests made by such shareholders, thereby reducing the impact on longer-term
shareholders of such costs. For purposes of determining whether the redemption
fee applies, shares that were held the longest will be redeemed first. For Fund
shares acquired by exchange, the holding period prior to the exchange is not
considered in determining whether the redemption fee is applied. The redemption
fee and exchange fee are not imposed on redemptions and/or exchanges made (i)
through systematic withdrawal or exchange plans, (ii) through pre-approved asset
allocation programs, (iii) by other funds advised by the Adviser or its
affiliates, (iv) on shares received by reinvesting income dividends or capital
gain distributions and (v) through check writing (with respect to certain fixed-
income funds).

The redemption fee and exchange fee may not be imposed on transactions that
occur through certain omnibus accounts at financial intermediaries. Certain
financial intermediaries may apply different methodologies than those described
above in assessing redemption fees, may impose their own redemption fee that may
differ from the Fund's redemption fee or may impose certain trading restrictions
to deter market timing and frequent trading. If you invest in the Fund through a
financial intermediary, please read that firm's materials carefully to learn
about any other restrictions or fees that may apply.

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 and must accompany a
written redemption request. 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 establish the
privilege, or may visit our web site at www.vankampen.com to download an Account
Services form, which may be completed to establish the privilege. 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 the close of the Exchange, generally 4:00 p.m., Eastern 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 its 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
instructs 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 (restrictions apply to certain account and
transaction types). 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.

Shares of the Fund will be assessed an exchange fee of 2% on the proceeds of the
exchanged shares held for less than 30 days. See "Redemption of Shares" above
for more information about when the exchange fee will apply.

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. 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 to this exchange privilege.

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 long-term
shareholders of the Fund, which may include, among other things, diluting the
value of Fund shares held by long-term shareholders, interfering with the
efficient management of the Fund's portfolio, increasing trading and
administrative costs, incurring unwanted taxable gains, and forcing the Fund to
hold excess levels of cash.

Certain types of mutual funds may be more susceptible to investors seeking to
market time or short-term trade. Mutual funds that invest in securities that
are, among other things, thinly traded, traded infrequently or less liquid are
subject to risk that market timers and/or short-term traders may seek to take
advantage of situations where the current market price may not accurately
reflect the current market value.

The Fund discourages and does not accommodate frequent purchases and redemptions
of Fund shares by Fund shareholders, and the Fund's Board of Trustees has
adopted policies and procedures to deter 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 Expenses of the Fund,"
"Purchase of Shares," "Redemption of Shares" and "Shareholder Services --
Exchange privilege" sections of this Prospectus. The Fund's policies with
respect to valuing portfolio securities are described in the "Purchase of
Shares" section of this Prospectus. Except as described in each of these
sections and with respect to omnibus accounts, 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 (i) has 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 gain, 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 gain 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.

Current law provides for reduced U.S. federal income tax rates on (i) long-term
capital gains received by individuals and (ii) "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, 2010. 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, 2010. Fund shareholders, as well as the Fund
itself, must also 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 the 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.

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. 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, 2010).

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. Under current law, the Fund may 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. 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.
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 may 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 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. Prospective foreign investors
should consult their advisers concerning the tax consequences to them of an
investment in shares of the Fund.

The Fund intends 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, plus any
amounts that were not distributed in previous taxable years, then the Fund will
be subject to a nondeductible 4% excise tax on the undistributed amounts.

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.

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.

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. This information 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,
2006 2005 2004 2003 2002
--------------------------------------------------------------------------------------------------------------

Net Asset Value, Beginning of the Period......... $3.63 $3.64 $3.43 $3.15 $4.23
------ ------ ------ ------ -------
Net Investment Income........................... .25(a) .26 .26 .29 .39
Net Realized and Unrealized Gain/Loss........... (.13) (.02) .21 .29 (1.01)
------ ------ ------ ------ -------
Total from Investment Operations................. .12 .24 .47 .58 (.62)
------ ------ ------ ------ -------
Less:
Distributions from Net Investment Income........ .26 .25 .25 .24 .43
Return of Capital Distributions................. -0- -0- .01 .06 .03
------ ------ ------ ------ -------
Total Distributions.............................. .26 .25 .26 .30 .46
------ ------ ------ ------ -------
Net Asset Value, End of the Period............... $3.49 $3.63 $3.64 $3.43 $3.15
------ ------ ------ ------ -------
Total Return..................................... 3.55%(b) 6.89%(b) 14.02%(b) 19.26%(b) -15.75%(b)
Net Assets at End of the Period (In millions).... $457.7 $532.0 $379.5 $408.7 $308.5
Ratio of Expenses to Average Net Assets(e)....... .92% 1.06% 1.06% 1.12% 1.08%
Ratio of Net Investment Income to Average Net
Assets.......................................... 7.04% 7.11% 7.45% 8.36% 10.39%
Portfolio Turnover............................... 44% 84% 88% 95% 83%

CLASS B SHARES
YEAR ENDED AUGUST 31,
2006 2005 2004 2003 2002
------------------------------------------------- -------------------------------------------------------

Net Asset Value, Beginning of the Period......... $3.65 $3.65 $3.44 $3.16 $4.24
------ ------ ------ ------ -------
Net Investment Income........................... .22(a) .25 .23 .25 .35
Net Realized and Unrealized Gain/Loss........... (.13) (.02) .21 .30 (1.01)
------ ------ ------ ------ -------
Total from Investment Operations................. .09 .23 .44 .55 (.66)
------ ------ ------ ------ -------
Less:
Distributions from Net Investment Income........ .23 .23 .22 .21 .39
Return of Capital Distributions................. -0- -0- .01 .06 .03
------ ------ ------ ------ -------
Total Distributions.............................. .23 .23 .23 .27 .42
------ ------ ------ ------ -------
Net Asset Value, End of the Period............... $3.51 $3.65 $3.65 $3.44 $3.16
------ ------ ------ ------ -------
Total Return..................................... 2.75%(c) 6.36%(c) 12.79%(c) 18.27%(c) -16.12%(c)
Net Assets at End of the Period (In millions).... $115.8 $191.0 $160.7 $175.6 $168.8
Ratio of Expenses to Average Net Assets(e)....... 1.68% 1.83% 1.82% 1.89% 1.84%
Ratio of Net Investment Income to Average Net
Assets.......................................... 6.28% 6.33% 6.70% 7.68% 9.67%
Portfolio Turnover............................... 44% 84% 88% 95% 83%

CLASS C SHARES
YEAR ENDED AUGUST 31,
2006 2005 2004 2003 2002
------------------------------------------------- -------------------------------------------------------------------------

Net Asset Value, Beginning of the Period......... $3.60 $3.61 $3.41 $3.13 $4.20
----- ----- ------ ------ -------
Net Investment Income........................... .22(a) .25 .23 .25 .35
Net Realized and Unrealized Gain/Loss........... (.12) (.03) .20 .30 (1.00)
----- ----- ------ ------ -------
Total from Investment Operations................. .10 .22 .43 .55 (.65)
----- ----- ------ ------ -------
Less:
Distributions from Net Investment Income........ .24 .23 .22 .21 .39
Return of Capital Distributions................. -0- -0- .01 .06 .03
----- ----- ------ ------ -------
Total Distributions.............................. .24 .23 .23 .27 .42
----- ----- ------ ------ -------
Net Asset Value, End of the Period............... $3.46 $3.60 $3.61 $3.41 $3.13
----- ----- ------ ------ -------
Total Return..................................... 2.83%(d)(f) 6.17%(d)(f) 12.98%(d)(f) 18.14%(d)(g) -16.04%(d)
Net Assets at End of the Period (In millions).... $43.6 $54.5 $41.4 $41.5 $36.7
Ratio of Expenses to Average Net Assets(e)....... 1.64%(f) 1.82%(f) 1.81%(f) 1.86% 1.84%
Ratio of Net Investment Income to Average Net
Assets.......................................... 6.32%(f) 6.34%(f) 6.71%(f) 7.68%(g) 9.68%
Portfolio Turnover............................... 44% 84% 88% 95% 83%

(a) Based on average shares outstanding.

(b) 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 eighteen months
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 CDSC of 4%, charged on certain
redemptions made within the first and second year of purchase and
declining to 0% after the fifth year. 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.

(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 Ratio of Expenses to Average Net Assets does not reflect credits
earned on cash balances. If these credits were reflected as a reduction
of expenses, the ratio would decrease by .01% for the year ended August
31, 2006.

(f) 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%.

(g) 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 addresses 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:

- 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;

- Nature of and provisions of the obligation;

- 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 to
a 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.

NR: 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.

B: A short-term obligation rated 'B' is regarded as having significant
speculative characteristics. Ratings of 'B-1', 'B-2' and 'B-3' may be assigned
to indicate finer distinctions within the 'B' category. The obligor

A-2

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.

B-1: A short-term obligation rated 'B-1' is regarded as having significant
speculative characteristics, but the obligor has a relatively stronger capacity
to meet its financial commitments over the short-term compared to other
speculative-grade obligors.

B-2: A short-term obligation rated 'B-2' is regarded as having significant
speculative characteristics, and the obligor has an average speculative-grade
capacity to meet its financial commitments over the short-term compared to other
speculative-grade obligors.

B-3: A short-term obligation rated 'B-3' is regarded as having significant
speculative characteristics, and the obligor has a relatively weaker capacity to
meet its financial commitments over the short-term compared to other
speculative-grade obligors.

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.

A-3

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 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:

- Notes containing features that link interest or principal to the credit
performance of any third party or parties (i.e., credit-linked notes);

- Notes allowing for negative coupons, or negative principal;

- Notes containing any provision that could obligate the investor to make any
additional payments;

- 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.

For credit-linked securities, Moody's policy is to "look through" to the credit
risk of the underlying obligor. Moody's policy with respect to non-credit linked
obligations is to rate the issuer's ability to meet the contract as stated,
regardless of potential losses to investors as a result of non-credit
developments. In other words, as long as the obligation has debt standing in the
event of bankruptcy, we will assign the appropriate debt class level rating to
the instrument.

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 (not rated)
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
One Lincoln Street
Boston, Massachusetts 02111
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
202.551.8090. 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.

This Prospectus is dated

December 29, 2006

CLASS A SHARES
CLASS B SHARES
CLASS C SHARES

The Fund's Investment Company Act File No. is 811-2851.
--------------------------------------------------------------------------------

Van Kampen Funds Inc.

1 Parkview Plaza, P.O. Box 5555

Oakbrook Terrace, IL 60181-5555
www.vankampen.com

HYI PRO 12/06

(VAN KAMPEN INVESTMENTS LOGO) 65044PRO-00

MUTUAL FUNDS

Van Kampen
High Yield Fund

---------------------------------------
This Prospectus is dated

December 29, 2006

CLASS I SHARES

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................................ 17
Purchase of Shares.......................................... 18
Redemption of Shares........................................ 20
Distributions from the Fund................................. 21
Shareholder Services........................................ 21
Frequent Purchases and Redemptions of Fund Shares........... 21
Federal Income Taxation..................................... 22
Disclosure of Portfolio Holdings............................ 24
Financial Highlights........................................ 25
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
------------------------------

1996 13.65
1997 12.24
1998 0.46
1999 3.90
2000 -8.22
2001 -2.65
2002 -9.42
2003 24.17
2004 10.47
2005 1.28

* Class I Shares of the Fund commenced operations on March 23, 2005 and
therefore do not have a full calendar year of return information to report.
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 have similar variability from year to year as shown in
the preceding chart for Class A Shares because all of the Fund's shares are
invested in the same portfolio of securities; however, the actual annual
returns of 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, 2006 for Class A
Shares was 4.93%. 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 two broad-based market indices
that the Fund's investment adviser believes are appropriate benchmarks for the
Fund: Lehman Brothers U.S. Corporate High Yield 2% Issuer Cap Index* and JP
Morgan Global High Yield Index**, and 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, 2005 1 YEAR 5 YEARS 10 YEARS
--------------------------------------------------------------

Van Kampen High Yield
Fund -- Class A Shares***
Return Before Taxes -3.62% 3.13% 3.61%
Return After Taxes on
Distributions -6.06% -0.11% -0.06%
Return After Taxes on
Distributions and Sale
of Fund Shares -2.37% 0.64% 0.79%
Lehman Brothers U.S.
Corporate High Yield 2%
Issuer Cap Index* 2.76% 9.12% 6.70%
JP Morgan Global High
Yield Index** 3.07% 9.57% 7.03%
Lipper High Yield Bond
Fund Index 3.00% 6.76% 5.30%
...............................................................

*** Class I Shares of the Fund commenced operations on March 23, 2005 and
therefore do not have a full calendar year of return information to report.
The returns shown in the Comparative Performance chart are for Class A
Shares of the Fund (which are offered in a separate prospectus). Although
all of the Fund's shares are invested in the same portfolio of securities,
the actual annual returns of 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, 2006 is 6.68% 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(1) 2.00%
............................................................
Exchange fee(1) 2.00%
............................................................

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, 2006)
-----------------------------------------------------------
Management fees 0.40%
............................................................
Other expenses 0.23%
............................................................
Total annual fund operating expenses 0.63%
............................................................

(1) The redemption fee and the exchange fee apply to the proceeds of Fund shares
that are redeemed or exchanged within 30 days of purchase. See "Redemption
of Shares" for more information on when the fees apply.

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.

may be higher or lower, based on these assumptions your costs would be:

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

Class I Shares $64 $202 $351 $786
...................................................................

Investment Objectives,
Principal Investment
Strategies and Risks

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

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

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.

substantial debt and may include financially troubled companies or companies in
default or in restructuring.

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
.......................................................

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

STRATEGIC TRANSACTIONS

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

Investments in structured notes involve risks including interest rate risk,
credit risk and market risk. Where the

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.

Investment
Advisory Services

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

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

A discussion regarding the basis for the Board of Trustees' approval of the
Advisory Agreement is available in the Fund's Annual Report for the fiscal year
ended August 31, 2006.

Mr. Loery is the lead manager of the Fund. Each team member is responsible for
specific sectors. All team members are responsible for the execution of the
overall strategy of the Fund.

The composition of the team may change without notice from time to time.

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 (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, (iii) institutional clients with
assets of at least one million dollars and (iv) certain Van Kampen investment
companies.

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 shares is based upon the Fund's net asset value
per share. The net asset value per share is determined once daily as of the
close of trading on the New York Stock Exchange (the "Exchange") (generally 4:00
p.m., Eastern 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.

and exchanges of its shares. The Fund calculates net asset value per share, and
therefore effects sales, redemptions and exchanges of its shares, as of the
close of trading on the Exchange each day the Exchange is open for trading.

HOW TO BUY SHARES

Shares may be purchased on any business day through an authorized dealer,
administrator, custodian, trustee, record keeper or financial adviser, who will
submit orders to the Fund's shareholder service agent, Van Kampen Investor
Services Inc. ("Investor Services"), a wholly owned subsidiary of Van Kampen
Investments.

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, either
directly or from authorized dealers, administrators, financial advisers,
custodians, trustees or record keepers. 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.

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

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.

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 (less any applicable
redemption fee or exchange fee) or take any other action required by law.

Redemption of Shares

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

Generally, shareholders of Class I Shares of the Fund may redeem for cash some
or all of their shares without charge by the Fund (other than any applicable
redemption fee or exchange fee) 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 Fund will assess a 2% redemption fee on the proceeds of Fund shares that are
redeemed (either by sale or exchange) within 30 days of purchase. The redemption
fee is paid directly to the Fund and is intended to defray the costs associated
with the sale of portfolio securities to satisfy redemption and exchange
requests made by such shareholders, thereby reducing the impact on longer-term
shareholders of such costs. For purposes of determining whether the redemption
fee applies, shares that were held the longest will be redeemed first. For Fund
shares acquired by exchange, the holding period prior to the exchange is not
considered in determining whether the redemption fee is applied. The redemption
fee and exchange fee are not imposed on redemptions and/or exchanges made (i)
through pre-approved asset allocation programs, (ii) on shares received by
reinvesting income dividends or capital gain distributions and (iii) by other
funds advised by the Adviser or its affiliates.

The redemption price will be the net asset value per share (less any applicable
redemption fee or exchange fee) 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. A taxable gain or loss may be recognized by a shareholder upon
redemption of shares.

Upon learning that a shareholder of Class I Shares has ceased his or her
participation in the plan or program, the Fund shall convert all Class I Shares
held by the shareholder to Class A Shares of the Fund (which are described and
offered in a separate prospectus). The failure of a shareholder of a fee-based
investment program to satisfy any minimum investment requirement 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

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

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

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

shareholders, interfering with the efficient management of the Fund's portfolio,
increasing trading and administrative costs, incurring unwanted taxable gains,
and forcing the Fund to hold excess levels of cash.

The Fund discourages and does not accommodate frequent purchases and redemptions
of Fund shares by Fund shareholders, and the Fund's Board of Trustees has
adopted policies and procedures to deter 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 Expenses of the Fund,"
"Purchase of Shares," "Redemption of Shares" and "Shareholder Services" sections
of this Prospectus. The Fund's policies with respect to valuing portfolio
securities are described in the "Purchase of Shares" section of this Prospectus.
Except as described in each of these sections and with respect to omnibus
accounts, 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
(i) has 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

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

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.

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.
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, 2010).

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

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

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.

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 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. This information should
be read in conjunction with the financial statements and notes thereto included
in the Fund's Annual Report.

MARCH 23, 2005
YEAR ENDED (COMMENCEMENT
AUGUST 31, OF OPERATIONS) TO
CLASS I SHARES 2006 AUGUST 31, 2005
-----------------------------------------------------------------------------------------------------------------

Net Asset Value, Beginning of the Period.................... $3.63 $3.65
----- -----
Net Investment Income..................................... .26(a) .12
Net Realized and Unrealized Loss.......................... (.13) (.02)
----- -----
Total from Investment Operations............................ .13 .10
Less Distributions from Net Investment Income............... .27 .12
----- -----
Net Asset Value, End of the Period.......................... $3.49 $3.63
===== =====

Total Return(b)............................................. 3.82% 2.69%*
Net Assets at End of the Period (In millions)............... $ 1.7 $23.3
Ratio of Expenses to Average Net Assets(c).................. .63% .85%
Ratio of Net Investment Income to Average Net Assets........ 7.37% 6.97%
Portfolio Turnover.......................................... 44% 84%

* Non-Annualized

(a) Based on average shares outstanding.

(b) Assumes reinvestment of all distributions for the period. These returns do
not reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund shares.

(c) The Ratio of Expenses to Average Net Assets does not reflect credits earned
on cash balances. If these credits were reflected as a reduction of expense,
the ratio would decrease by .01% for the year ended August 31, 2006.

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:

LONG-TERM ISSUE CREDIT RATINGS

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

- 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;

- Nature of and provisions of the obligation;

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 to
a 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.

NR: 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-2

DUAL RATINGS

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 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.

A-3

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.

MEDIUM-TERM NOTE RATINGS

- Notes containing features that link interest or principal to the credit
performance of any third party or parties (i.e., credit-linked notes);

- Notes allowing for negative coupons, or negative principal;

- Notes containing any provision that could obligate the investor to make any
additional payments;

- 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.

SHORT-TERM RATINGS

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

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EXISTING SHAREHOLDERS OR PROSPECTIVE INVESTORS
- Call your broker
- WEB SITE
www.vankampen.com

DEALERS
- WEB SITE
www.vankampen.com
- VAN KAMPEN INVESTMENTS 800-421-5666