nvcsr

NOT FDIC INSURED

OFFER NO BANK GUARANTEE

MAY LOSE VALUE

NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY

NOT A DEPOSIT

Performance Summary as of 12/31/09 (Unaudited)

Performance of a $10,000 investment

This chart compares your fund’s performance to that of the Standard & Poor’s 500^® Index from 12/31/99 through 12/31/09.


	since 12/16/76
Average Annual	w/o sales
Total Return	charges

Since Inception		11.09	%

10-year		2.54

5-year		4.87

1-year		28.74

Performance data quoted represents past performance, which is no guarantee of future results, and current performance may be lower or higher than the figures shown. For the most recent month-end performance figures, please speak with your financial advisor. Investment returns and principal value will fluctuate and fund units, when redeemed, may be worth more or less than their original cost.

The returns shown in this report do not reflect the deduction of taxes that a partner would pay on fund distributions or the redemption of fund units. Figures shown above assume reinvestment of all dividends and capital gains. Periods of less than one year are not annualized.

The Standard & Poor’s 500^® Index (S&P 500^®) measures the performance of the large cap segment of the U.S. equities market, covering approximately 75% of the U.S. equities market. The Index includes 500 leading companies in leading industries of the U.S. economy. The Index is unmanaged and its returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index.

Investment Advisory Agreement Approval

The current investment adviser for the Fund is Van Kampen Asset Management (the “Adviser”) pursuant to the investment advisory agreement approved by the Board on May 20-21, 2009. The Adviser is a wholly owned subsidiary of Van Kampen Investments Inc. (“Van Kampen Investments”), which is an indirect wholly owned subsidiary of Morgan Stanley. On October 19, 2009, Morgan Stanley entered into a definitive agreement to sell substantially all of its retail asset management business, including Van Kampen Investments, to Invesco Ltd., a leading independent global investment management company (the “Transaction”). As a result of this Transaction, the asset management business of Van Kampen Investments will be combined with that of Invesco Advisers, Inc. (“Invesco”), a subsidiary of Invesco Ltd.

The closing of the Transaction (currently expected to be in mid-2010) will constitute an “assignment” of the current investment advisory agreement for the Fund and, therefore, pursuant to the Investment Company Act of 1940 (the “1940 Act”), will result in the automatic termination of the Fund’s current investment advisory agreement. The 1940 Act requires that shareholders of the Fund approve any new investment advisory agreement for the Fund.

In connection with the Transaction, the Fund’s Board of Managing General Partners has approved a new investment advisory arrangement between the Fund and Invesco, which arrangement includes (i) a new advisory agreement with Invesco, which agreement allows Invesco to enter into subadvisory agreements and delegate any or all of its rights, duties or obligations to one or more wholly owned affiliates of Invesco Ltd. as subadvisers and (ii) that Invesco enter into a master subadvisory agreement with several of Invesco Ltd.’s wholly owned affiliates (collectively, the “New Advisory Agreements”).

The Fund’s Board of Managing General Partners is seeking shareholder approval of the New Advisory Agreements at a special meeting of shareholders and a proxy statement is being sent to shareholders in advance of the special meeting. Closing of the Transaction and shareholder approval of the New Advisory Agreements are conditions precedent to the effectiveness of the New Advisory Agreements. As part of the Transaction, it is also expected that Invesco and its affiliates will provide the Fund with administrative and client servicing services that are currently provided by Van Kampen Investments and its affiliates.

At several in-person and telephonic meetings held in August, September, October, November and December 2009, the Board discussed and ultimately approved the New Advisory Agreements. At these meetings, the Board considered information provided by Morgan Stanley, Van Kampen Investments and Invesco regarding, among other things: Invesco’s organization and personnel; business strategy; ownership structure; financial strength; affiliations (including other asset management affiliations); asset management practices and capabilities; legal and regulatory matters; and compliance matters. Emphasis during these meetings focused on Invesco being a global investment management leader with momentum in the U.S. retail market, and that the combination of Invesco and Morgan Stanley’s retail asset management

business, including Van Kampen Investments, can bring additional value to the Fund’s shareholders. The parties discussed Invesco’s independence as a publicly traded entity, its strategic focus solely on the investment management business (including Invesco’s investment reputation, broad product line, service quality, industry relationships and objective of putting investors’ interests first) and its significant depth in resources, diversification, performance and experience. The parties discussed how the current Invesco and Van Kampen Investments businesses compare and complement each other and the synergies of the combined organization which management believes will benefit the Fund’s shareholders. The parties discussed aligning the Fund and other funds currently advised by the Adviser together with other funds and products currently advised by Invesco and its affiliates towards using a single, common operating platform (which includes, among other things, common investment operating platforms, common global performance measurement and risk analysis, and common compliance policies and procedures).

In connection with the Board’s consideration of the New Advisory Agreements, the Managing General Partners considered the factors discussed above as well as the following:

Nature, Extent and Quality of the Services to be Provided. The Board considered the roles and responsibilities of the investment adviser (and its affiliates) as a whole and those specific to portfolio management, support and trading functions anticipated to be servicing the Fund. The Board noted that the current portfolio management team for the Fund is expected to remain the same under the New Advisory Agreements. The Managing General Partners discussed with Invesco the resources available in managing the Fund. The Managing General Partners also discussed certain other services that are to be provided by Invesco or its affiliates to the Fund including subadvisory services, certain global performance measurement and risk analysis, compliance, accounting, and administrative services. The Board has determined that the nature, extent and quality of the services to be provided by Invesco (and its affiliates) support its decision to approve the New Advisory Agreements.

Projected Fees and Expenses of the Fund. The Board considered that the advisory fee rate for the Fund would remain the same under the New Advisory Agreements as they are under the current advisory agreement. The Board had previously determined that such fees were acceptable under the current advisory agreement. The Board has determined that the projected fees and expenses of the Fund support its decision to approve the New Advisory Agreements.

Investment Adviser’s Expenses in Providing the Service and Profitability. At least annually, the Managing General Partners expect to review Invesco’s expenses in providing services to the Fund and other funds advised by Invesco and the profitability of Invesco. In connection with the Fund, the Managing General Partners discussed with Invesco its projected revenues and expenses, including among other things, revenues for advisory services, portfolio management-related expenses, and other costs. The Board has determined that the analysis of Invesco’s projected expenses and profitability support its decision to approve the New Advisory Agreements.

Economies of Scale. The Board noted that economies of scale were already reflected in the advisory fees. In future determinations of whether to approve the continuation of the advisory agreement, the Board will consider whether economies of scale exist and should be passed along to shareholders.

Other Benefits of the Relationship. The Board considered other benefits to Invesco and its affiliates derived from its relationship with the Fund and other funds advised by Invesco. These benefits include, among other things, fees for administrative services (which is reimbursement of Invesco’s cost or such reasonable compensation as may be approved by the Board), transfer agency services provided to the funds, in certain cases research to be received by Invesco or its affiliates generated from commission dollars spent on funds’ portfolio trading, and in certain cases distribution or service related fees related to funds’ sales. The Managing General Partners reviewed with Invesco each of these arrangements and the reasonableness of its costs relative to the services performed. The Board has determined that the other benefits received by Invesco or its affiliates support its decision to approve the New Advisory Agreements.

Van Kampen Exchange Fund

Portfolio of Investments n December 31, 2009


	Number of
Description	Shares		Value


Common Stocks 97.5%
Aerospace & Defense 0.8%
Honeywell International, Inc.		12,478	$	489,138


Coal & Consumable Fuels 0.9%
Massey Energy Corp.		12,780		536,888


Commodity Chemicals 0.0%
Tronox, Inc., Class B (a)		2,189		832


Computer Hardware 3.3%
IBM Corp.		14,956		1,957,740


Construction & Engineering 1.9%
Fluor Corp.		25,559		1,151,177


Diversified Banks 1.1%
HSBC Holdings PLC—ADR (United Kingdom)		11,471		654,879


Forest Products 0.3%
Louisiana-Pacific Corp. (a)		25,866		180,545


Health Care Distributors 0.1%
Cardinal Health, Inc.		1,860		59,967
CareFusion Corp. (a)		930		23,259

				83,226

Health Care Equipment 1.0%
Baxter International, Inc.		9,960		584,453


Health Care Services 1.3%
Medco Health Solutions, Inc. (a)		12,102		773,439


Industrial Gases 10.3%
Air Products & Chemicals, Inc.		75,236		6,098,630


Industrial Machinery 1.3%
SPX Corp.		13,594		743,592


Integrated Oil & Gas 15.5%
BP PLC—ADR (United Kingdom)		33,740		1,955,908
Exxon Mobil Corp.		59,284		4,042,576
Hess Corp.		51,692		3,127,366

				9,125,850

Multi-Line Insurance 0.1%
American International Group, Inc. (a)		2,076		62,239


Oil & Gas Drilling 0.3%
Transocean Ltd. (Switzerland) (a)		2,169		179,593

See Notes to Financial Statements

Van Kampen Exchange Fund
Portfolio of Investments n December 31, 2009 continued


	Number of
Description	Shares		Value



Oil & Gas Equipment & Services 8.4%
Baker Hughes, Inc.		25,531	$	1,033,495
Halliburton Co.		60,397		1,817,345
Schlumberger Ltd. (Netherlands Antilles)		32,031		2,084,898

				4,935,738

Oil & Gas Exploration & Production 4.6%
Apache Corp.		26,241		2,707,284


Packaged Foods & Meats 5.9%
McCormick & Co., Inc.		96,131		3,473,213


Pharmaceuticals 23.2%
Johnson & Johnson		78,321		5,044,656
Merck & Co., Inc.		122,062		4,460,145
Pfizer, Inc.		230,840		4,198,980

				13,703,781

Semiconductors 7.5%
Intel Corp.		215,966		4,405,706


Specialized REIT’s 1.6%
Plum Creek Timber Co., Inc.		25,500		962,880


Specialty Chemicals 8.1%
International Flavors & Fragrances, Inc.		49,513		2,036,965
Lubrizol Corp.		37,469		2,733,363

				4,770,328


Total Long-Term Investments 97.5% (Cost $6,070,589)				57,581,151

See Notes to Financial Statements

Van Kampen Exchange Fund
Portfolio of Investments n December 31, 2009 continued


Description	Value


Repurchase Agreements 7.6%
Banc of America Securities ($1,698,724 par collateralized by U.S. Government obligations in a pooled cash account, interest rate of 0.01%, dated 12/31/09, to be sold on 01/04/10 at $1,698,725)	$	1,698,724
JPMorgan Chase & Co. ($2,752,833 par collateralized by U.S. Government obligations in a pooled cash account, interest rate of 0.00%, dated 12/31/09, to be sold on 01/04/10 at $2,752,833)		2,752,833
State Street Bank & Trust Co. ($57,443 par collateralized by U.S. Government obligations in a pooled cash account, interest rate of 0.00%, dated 12/31/09, to be sold on 01/04/10 at $57,443)		57,443


Total Repurchase Agreements 7.6% (Cost $4,509,000)		4,509,000


Total Investments 105.1% (Cost $10,579,589)		62,090,151

Liabilities in Excess of Other Assets (5.1%)		(3,024,503	)


Net Assets 100.0%	$	59,065,648

Percentages are calculated as a percentage of net assets.


(a)		Non-income producing security.

ADR—American Depositary Receipt

REIT—Real Estate Investment Trust

Fair Value Measurements

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below. (See Note 1(B) in the Notes to Financial Statements for further information regarding fair value measurements.)

The following is a summary of the inputs used as of December 31, 2009 in valuing the Fund’s investments carried at value.


	Level 1		Level 2		Level 3
					Significant
			Other Significant		Unobservable
Investments	Quoted Prices		Observable Inputs		Inputs		Total

Investments in an Asset Position
Common Stocks
Aerospace & Defense	$	489,138	$	—	$	—	$	489,138
Coal & Consumable Fuels		536,888		—		—		536,888
Commodity Chemicals		832		—		—		832
Computer Hardware		1,957,740		—		—		1,957,740

See Notes to Financial Statements

Van Kampen Exchange Fund
Portfolio of Investments n December 31, 2009 continued


	Level 1		Level 2		Level 3
					Significant
			Other Significant		Unobservable
Investments	Quoted Prices		Observable Inputs		Inputs		Total

Construction & Engineering	$	1,151,177	$	—	$	—	$	1,151,177
Diversified Banks		654,879		—		—		654,879
Forest Products		180,545		—		—		180,545
Health Care Distributors		83,226		—		—		83,226
Health Care Equipment		584,453		—		—		584,453
Health Care Services		773,439		—		—		773,439
Industrial Gases		6,098,630		—		—		6,098,630
Industrial Machinery		743,592		—		—		743,592
Integrated Oil & Gas		9,125,850		—		—		9,125,850
Multi-Line Insurance		62,239		—		—		62,239
Oil & Gas Drilling		179,593		—		—		179,593
Oil & Gas Equipment & Services		4,935,738		—		—		4,935,738
Oil & Gas Exploration & Production		2,707,284		—		—		2,707,284
Packaged Foods & Meats		3,473,213		—		—		3,473,213
Pharmaceuticals		13,703,781		—		—		13,703,781
Semiconductors		4,405,706		—		—		4,405,706
Specialized REIT’s		962,880		—		—		962,880
Specialty Chemicals		4,770,328		—		—		4,770,328
Repurchase Agreements		—		4,509,000		—		4,509,000

Total Investments in an Asset Position	$	57,581,151	$	4,509,000	$	—	$	62,090,151

See Notes to Financial Statements

Van Kampen Exchange Fund
Financial Statements continued

Statement of Operations

For the Year Ended December 31, 2009


Investment Income:
Dividends	$	1,389,630
Interest		5,325

Total Income		1,394,955

Expenses:
Investment Advisory Fee		170,664
Professional Fees		38,182
Reports to Partners		21,757
Accounting and Administrative Expenses		17,450
Transfer Agent Fees		15,436
Custody		11,057
Managing General Partners’ Fees and Related Expenses		8,640
Other		12,879

Total Expenses		296,065

Net Investment Income	$	1,098,890

Realized and Unrealized Gain/Loss:
Net Realized Gain on Investments	$	3,927,566
Net Realized Gain on Investments as a result of partner in-kind redemptions		2,218,088

Net Realized Gain		6,145,654

Unrealized Appreciation/Depreciation:
Beginning of the Period		44,089,055
End of the Period		51,510,562

Net Unrealized Appreciation During the Period		7,421,507

Net Realized and Unrealized Gain	$	13,567,161

Net Increase in Net Assets From Operations	$	14,666,051

See Notes to Financial Statements

Van Kampen Exchange Fund
Financial Statements continued

Statements of Changes in Net Assets


	For The			For The
	Year Ended			Year Ended
	December 31, 2009			December 31, 2008


From Investment Activities:
Operations:
Net Investment Income	$	1,098,890		$	1,178,140
Net Realized Gain		6,145,654			1,256,551
Net Unrealized Appreciation/Depreciation During the Period		7,421,507			(30,268,635	)

Change in Net Assets from Operations		14,666,051			(27,833,944	)


Distributions from Net Investment Income		(1,043,646	)		(824,174	)

Distributions from Net Realized Gain		(457,007	)		(402,779	)

Total Distributions		(1,500,653	)		(1,226,953	)


Net Change in Net Assets from Investment Activities		13,165,398			(29,060,897	)


From Partnership Unit Transactions:
Proceeds from Units Issued Through Dividend Reinvestment		250,317			192,639
Cost of Units Repurchased		(8,153,506	)		(805,697	)


Net Change in Net Assets from Partnership Unit Transactions		(7,903,189	)		(613,058	)


Total Increase/Decrease in Net Assets		5,262,209			(29,673,955	)
Net Assets:
Beginning of the Period		53,803,439			83,477,394

End of the Period	$	59,065,648		$	53,803,439


Change in Partnership Units Outstanding:
Units Issued through Dividend Reinvestment		749			444
Units Repurchased		(21,113	)		(1,754	)

Decrease in Partnership Units Outstanding		(20,364	)		(1,310	)

See Notes to Financial Statements

Van Kampen Exchange Fund

Financial Highlights

The following schedule presents financial highlights for one share of the Fund outstanding throughout the periods indicated.


	Year Ended December 31,
	2009		2008			2007		2006		2005


Net Asset Value, Beginning of the Period	$	327.27	$	503.75		$	420.23	$	368.67	$	345.65

Net Investment Income (a)		6.84		7.15			7.27		5.81		4.64
Net Realized and Unrealized Gain/Loss		85.24		(176.20	)		80.21		49.57		19.71

Total from Investment Operations		92.08		(169.05	)		87.48		55.38		24.35

Less:
Distributions from Net Investment Income		6.50		5.00			1.28		1.28		1.28
Distributions from Net Realized Gain		2.78		2.43			2.68		2.54		0.05

Total Distributions		9.28		7.43			3.96		3.82		1.33

Net Asset Value, End of the Period	$	410.07	$	327.27		$	503.75	$	420.23	$	368.67


Total Return (b)		28.74%		–33.92%			20.97%		15.12%		7.07%
Net Assets at End of the Period (In millions)	$	59.1	$	53.8		$	83.5	$	73.3	$	66.0
Ratio of Expenses to Average Net Assets		0.52%		0.52%			0.46%		0.57%		0.54%
Ratio of Net Investment Income to Average Net Assets		1.93%		1.65%			1.58%		1.49%		1.30%
Portfolio Turnover		2%		0%			0%		0%		0%


(a)		Based on average units outstanding.

(b)		Total return based on net asset value (NAV) assumes an investment at the beginning of the period indicated, reinvestment of all distributions for the period, and sale of all units at the end of the period, all at NAV. These returns do not reflect the deduction of taxes that a partner would pay on Fund distributions or the redemption of Fund units.

See Notes to Financial Statements

Van Kampen Exchange Fund

Notes to Financial Statements n December 31, 2009

1. Significant Accounting Policies

Van Kampen Exchange Fund (the “Fund”), a California limited partnership, is a partnership registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified, open-end investment management company. The Fund seeks long-term growth of capital. The production of current income is a secondary objective. The Fund commenced investment operations on December 16, 1976.

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

In June 2009, the Financial Accounting Standards Board (FASB) established the FASB Accounting Standards Codification^tm (ASC) as the single source of authoritative accounting principles recognized by the FASB in the preparation of financial statements in conformity with GAAP. The ASC supersedes existing non-grandfathered, non-SEC accounting and reporting standards. The ASC did not change GAAP but rather organized it into a hierarchy where all guidance within the ASC carries an equal level of authority. The ASC became effective for financial statements issued for interim and annual periods ending after September 15, 2009. The Fund appropriately updated relevant GAAP references to reflect the new ASC.

A. Security Valuation Investments in securities listed on a securities exchange are valued at their last sale price as of the close of such securities exchange. Equity securities traded on NASDAQ are valued at the NASDAQ Official Closing Price. Listed and unlisted securities for which the last sale price is not available are valued at the mean between the last reported bid and ask price. For those securities where quotations or prices are not readily available, valuations are determined in accordance with procedures established in good faith by the Managing General Partners. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, or the appropriate stock exchange (for exchange-traded securities), analysis of the issuer’s financial statements or other available documents and, if necessary, available information concerning other securities in similar circumstances. Short-term securities with remaining maturities of 60 days or less are valued at amortized cost, which approximates fair value.

B. Fair Value Measurement FASB ASC 820, Fair Value Measurements and Disclosures (ASC 820) (formerly known as FAS 157), defines fair value as the price that the Fund would receive to sell an investment or pay to transfer a liability in an orderly transaction with an independent buyer in the principal market, or in the absence of a principal market the most advantageous market for the investment or liability. ASC 820 establishes a three-tier hierarchy to distinguish between (1) inputs that reflect the assumptions market participants would use in pricing an asset or liability developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (2) inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing an asset or liability developed based on the best information available in the circumstances (unobservable inputs) and to establish classification of fair value measurements

Van Kampen Exchange Fund
Notes to Financial Statements n December 31, 2009 continued

for disclosure purposes. Various inputs are used in determining the value of the Fund’s investments. The inputs are summarized in the three broad levels listed below.


Level 1—	quoted prices in active markets for identical investments
Level 2—	other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)
Level 3—	significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

C. Security Transactions Security transactions are recorded on a trade date basis. Realized gains and losses are determined on an identified cost basis.

The Fund may invest in repurchase agreements which are short-term investments whereby the Fund acquires ownership of a debt security and the seller agrees to repurchase the security at a future time and specified price. The Fund may invest independently in repurchase agreements, or transfer uninvested cash balances into a pooled cash account along with other investment companies advised by Van Kampen Asset Management (the “Adviser”) or its affiliates, the daily aggregate of which is invested in repurchase agreements. Repurchase agreements are fully collateralized by the underlying debt security. The Fund will make payment for such securities only upon physical delivery or evidence of book entry transfer to the account of the custodian bank. The seller is required to maintain the value of the underlying security at not less than the repurchase proceeds due to the Fund.

D. Investment Income Dividend income is recorded net of applicable withholding taxes on the ex-dividend date and interest income is recorded on an accrual basis.

E. Federal Income Taxes The Fund has met the qualification to be classified as a partnership for federal income tax purposes and intends to maintain this qualification in the future. A partnership is not subject to federal income tax. Management has concluded there are no significant uncertain tax positions that would require recognition in the financial statements. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in “Interest Expense” and penalties in “Other” expenses on the Statement of Operations. The Fund files tax returns with the U.S. Internal Revenue Service, California, and various states. Generally, each of the tax years in the four year period ended December 31, 2009, remains subject to examination by taxing authorities.

At December 31, 2009, the cost and related gross unrealized appreciation and depreciation are as follows:


Cost of investments for tax purposes	$	7,658,950

Gross tax unrealized appreciation	$	54,615,945
Gross tax unrealized depreciation		(184,744	)

Net tax unrealized appreciation on investments	$	54,431,201

Van Kampen Exchange Fund
Notes to Financial Statements n December 31, 2009 continued

F. Distribution of Income and Gains Quarterly distributions to partners are recorded on the record date. Net investment income is allocated daily to each partner, relative to the total number of units held. Capital gains or losses will be allocated equally among units outstanding on the day recognized. Distributions from the Fund are recorded on the ex-distribution date.

G. Reporting Subsequent Events Management has evaluated the impact of any subsequent events through February 19, 2010, the date the financial statements were effectively issued. Management has determined that there are no material events or transactions that would affect the Fund’s financial statements or require disclosure in the Fund’s financial statements through this date.

2. Investment Advisory Agreement and Other Transactions with Affiliates

Under the terms of the Fund’s Investment Advisory Agreement, the Adviser will provide facilities and investment advice to the Fund for an annual fee payable monthly of 0.30% based on the average daily net assets of the Fund.

For the year ended December 31, 2009, the Fund recognized expenses of approximately $3,200 representing legal services provided by Skadden, Arps, Slate, Meagher & Flom LLP, of which a Managing General Partner of the Fund is a partner of such firm and he and his law firm provide legal services as legal counsel to the Fund.

Under separate Accounting Services and Chief Compliance Officer (CCO) Employment agreements, the Adviser provides accounting and the CCO provides compliance services to the Fund. The costs of these services are allocated to each fund. For the year ended December 31, 2009, the Fund recognized expenses of approximately $10,100 representing Van Kampen Investments Inc.’s or its affiliates’ (collectively “Van Kampen”) cost of providing accounting services to the Fund, as well as the salary, benefits and related costs of the CCO and related support staff paid by Van Kampen. Services provided pursuant to the Accounting Services and CCO Employment agreement are reported as part of “Accounting and Administrative Expenses” on the Statement of Operations.

Van Kampen Investor Services Inc. (VKIS), an affiliate of the Adviser, serves as the shareholder servicing agent for the Fund. For the year ended December 31, 2009, the Fund recognized expenses of approximately $15,000 representing transfer agency fees paid to VKIS. Transfer agency fees are determined through negotiations with the Fund’s Managing General Partners.

The Managing General Partners of the Fund instituted a Retirement Plan effective April 1, 1996. The Plan is not funded, and obligations under the Plan will be paid solely out of the Fund’s general accounts. The Fund will not reserve or set aside funds for the payment of its obligations under the Plan by any form of trust or escrow. Under the Plan, for the Managing General Partners retiring with the effectiveness of the Plan, the annual retirement benefit payable per year for a ten year period is equal to 75% of the total compensation received from the Fund during the 1995 calendar year.

At December 31, 2009, Van Kampen Funds Inc. and Van Kampen Exchange Corp. (both affiliates of the Adviser), as nonmanaging general partners of the Fund, owned 223 and 1,666 units of partnership interest, respectively.

3. Partnership Unit Transactions

Partners of the Fund may redeem units any time. The net asset value of units redeemed, other than redemptions under a systematic withdrawal plan, may be paid in cash or securities, at the

Van Kampen Exchange Fund
Notes to Financial Statements n December 31, 2009 continued

option of the Fund, and will ordinarily be paid in whole or in part in securities. The Fund’s valuation will determine the quantity of securities tendered. The Fund will select securities for tender in redemptions based on tax or investment considerations.

4. Investment Transactions

During the period, the cost of purchases and proceeds from sales of investments, excluding short-term investments, were $970,701 and $6,671,411, respectively.

5. Net Assets

At December 31, 2009, net assets include the following:


Net paid in capital on units of beneficial interest	$	7,555,086
Net unrealized appreciation on investments		51,510,562

Total net assets	$	59,065,648

6. Indemnifications

The Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

7. Significant Event

On October 19, 2009, Morgan Stanley (“Morgan Stanley”), the parent company of Van Kampen Investments Inc., announced that it has reached a definitive agreement to sell substantially all of its retail asset management business to Invesco Ltd. The transaction (“Transaction”) includes a sale of the part of the asset management business that advises funds, including the Van Kampen family of funds. The Transaction is subject to certain approvals and other conditions to closings, and is currently expected to close in mid-2010.

Under the Investment Company Act of 1940, the closing of the Transaction will cause the Fund’s current investment advisory agreement with Van Kampen Asset Management, a subsidiary of Van Kampen Investments Inc., to terminate. In connection with the Transaction, the Fund’s Board of Managing General Partners has approved, subject to shareholder approval, a new investment advisory agreement (which includes a master sub-advisory agreement) with Invesco Advisers, Inc., a subsidiary of Invesco Ltd. The new investment advisory agreement will be presented to shareholders of the Fund at a special meeting of shareholders.

8. Accounting Pronouncement

On January 21, 2010, the FASB issued an Accounting Standards Update, Fair Value Measurements and Disclosures (Topic 820): Improving Disclosures about Fair Value Measurements, which provides guidance on how investment assets and liabilities are to be valued and disclosed. Specifically, the amendment requires reporting entities to disclose i) the input and valuation techniques used to measure fair value for both recurring and nonrecurring fair value measurements, for Level 2 or Level 3 positions ii) transfers between all levels (including Level 1 and Level 2) will be required to be disclosed on a gross basis (i.e. transfers out must be disclosed separately from transfers in) as well as the reason(s) for the transfer and iii) purchases, sales, issuances and settlements must be shown on a gross basis in the Level 3 rollforward rather than as one net number. The effective date of the amendment is for interim

Van Kampen Exchange Fund

To the Partners of Van Kampen Exchange Fund:

We have audited the accompanying statement of assets and liabilities of Van Kampen Exchange Fund, a California Limited Partnership (the “Fund”), including the portfolio of investments, as of December 31, 2009, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2009, by correspondence with the Fund’s custodian. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Van Kampen Exchange Fund as of December 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Chicago, Illinois

February 19, 2010

Van Kampen Exchange Fund (A California Limited Partnership)

Managing General Partners, Officers and Important Addresses


Managing General Partners David C. Arch Jerry D. Choate Rod Dammeyer Linda Hutton Heagy R. Craig Kennedy Howard J Kerr Jack E. Nelson Hugo F. Sonnenschein Wayne W. Whalen* – Chairman Suzanne H. Woolsey Officers Edward C. Wood III President and Principal Executive Officer Kevin Klingert Vice President Stefanie V. Chang Yu Vice President and Secretary John L. Sullivan Chief Compliance Officer Stuart N. Schuldt Chief Financial Officer and Treasurer		Investment Adviser Van Kampen Asset Management 522 Fifth Avenue New York, New York 10036 Shareholder Servicing Agent Van Kampen Investor Services, Inc. P.O. Box 219286 Kansas City, Missouri 64121-9286 Custodian State Street Bank and Trust Company One Lincoln Street Boston, Massachusetts 02111 Non-Managing General Partners Van Kampen Exchange Corp. One Parkview Plaza – Suite 100 P.O. Box 5555 Oakbrook Terrace, Illinois 60181-5555 Van Kampen Funds Inc. 522 Fifth Avenue New York, New York 10036 Legal Counsel Skadden, Arps, Slate, Meagher & Flom LLP 155 North Wacker Drive Chicago, Illinois 60606 Independent Registered Public Accounting Firm Deloitte & Touche LLP 111 South Wacker Drive Chicago, Illinois 60606-4301


*		“Interested persons” of the Fund, as defined in the Investment Company Act of 1940, as amended.

Van Kampen Exchange Fund

Managing General Partners and Officers

The business and affairs of the Fund are managed under the direction of the Fund’s Managing General Partners and the Fund’s officers appointed by the Managing General Partners. The tables below list the managing general partners and executive officers of the Fund and their principal occupations during the last five years, other directorships held by managing general partners and their affiliations, if any, with Van Kampen Investments, the Adviser, the Distributor, Van Kampen Advisors Inc., Van Kampen Exchange Corp. and Investor Services. The term “Fund Complex” includes each of the investment companies advised by the Adviser as of the date of this Annual Report. Managing General Partners serve until reaching their retirement age or until their successors are duly elected and qualified. Officers are annually elected by the managing general partners.

Independent Managing General Partners

Number of

Funds in

Term of

Fund

Office and

Complex

Name, Age and Address

Position(s)

Length of

Overseen

Other Directorships

of Independent Managing

Held with

Time

Principal Occupation(s)

By Managing

Held by Managing

General Partner

Fund

Served

During Past 5 Years

General Partner

General Partners

David C. Arch (64)
Blistex Inc.
1800 Swift Drive
Oak Brook, IL 60523

Managing General
Partner

Managing General
Partner
since 1998

Chairman and Chief Executive Officer of Blistex Inc., a consumer health care products manufacturer.

Trustee/Director/Managing General Partner of funds in the Fund Complex. Member of the Heartland Alliance Advisory Board, a nonprofit organization serving human needs based in Chicago. Board member of the Illinois Manufacturers’ Association. Member of the Board of Visitors, Institute for the Humanities, University of Michigan.

Van Kampen Exchange Fund

Managing General Partners and Officers continued

Number of

Funds in

Term of

Fund

Office and

Complex

Name, Age and Address

Position(s)

Length of

Overseen

Other Directorships

of Independent Managing

Held with

Time

Principal Occupation(s)

By Managing

Held by Managing

General Partner

Fund

Served

During Past 5 Years

General Partner

Jerry D. Choate (71)
33971 Selva Road
Suite 130
Dana Point, CA 92629

Managing General
Partner

Managing General
Partner
since 2003

Prior to January 1999, Chairman and Chief Executive Officer of the Allstate Corporation (“Allstate”) and Allstate Insurance Company. Prior to January 1995, President and Chief Executive Officer of Allstate. Prior to August 1994, various management positions at Allstate.

Trustee/Director/Managing General Partner of funds in the Fund Complex. Director of Amgen Inc., a biotechnological company, and Valero Energy Corporation, an independent refining company.

Rod Dammeyer (69)
CAC, LLC
4370 La Jolla Village Drive
Suite 685
San Diego, CA 92122-1249

Managing General
Partner

Managing General
Partner
since 1998

President of CAC, LLC, a private company offering capital investment and management advisory services.

Trustee/Director/Managing General Partner of funds in the Fund Complex. Director of Quidel Corporation and Stericycle, Inc. Prior to May 2008, Trustee of The Scripps Research Institute. Prior to February 2008, Director of Ventana Medical Systems, Inc. Prior to April 2007, Director of GATX Corporation. Prior to April 2004, Director of TheraSense, Inc. Prior to January 2004, Director of TeleTech Holdings Inc. and Arris Group, Inc.

Van Kampen Exchange Fund

Managing General Partners and Officers continued

Number of

Funds in

Term of

Fund

Office and

Complex

Name, Age and Address

Position(s)

Length of

Overseen

Other Directorships

of Independent Managing

Held with

Time

Principal Occupation(s)

By Managing

Held by Managing

General Partner

Fund

Served

During Past 5 Years

General Partner

Linda Hutton Heagy† (61)
4939 South Greenwood
Chicago, IL 60615

Managing General
Partner

Managing General
Partner
since 2003

Prior to February 2008, Managing Partner of Heidrick & Struggles, an international executive search firm. Prior to 1997, Partner of Ray & Berndtson, Inc., an executive recruiting firm. Prior to 1995, Executive Vice President of ABN AMRO, N.A., a bank holding company. Prior to 1990, Executive Vice President of The Exchange National Bank.

Trustee/Director/Managing General Partner of funds in the Fund Complex. Trustee on the University of Chicago Medical Center Board, Vice Chair of the Board of the YMCA of Metropolitan Chicago and a member of the Women’s Board of the University of Chicago.

R. Craig Kennedy (58)
1744 R Street, NW
Washington, DC 20009

Managing General
Partner

Managing General
Partner
since 2003

Director and President of the German Marshall Fund of the United States, an independent U.S. foundation created to deepen understanding, promote collaboration and stimulate exchanges of practical experience between Americans and Europeans. Formerly, advisor to the Dennis Trading Group Inc., a managed futures and option company that invests money for individuals and institutions. Prior to 1992, President and Chief Executive Officer, Director and member of the Investment Committee of the Joyce Foundation, a private foundation.

Trustee/Director/Managing General Partner of funds in the Fund Complex. Director of First Solar, Inc.

Howard J Kerr (74)
14 Huron Trace
Galena, IL 61036

Managing General
Partner

Managing General
Partner
since 1998

Prior to 1998, President and Chief Executive Officer of Pocklington Corporation, Inc., an investment holding company.

Trustee/Director/Managing General Partner of funds in the Fund Complex. Director of the Lake Forest Bank & Trust. Director of the Marrow Foundation.

Van Kampen Exchange Fund

Managing General Partners and Officers continued

Number of

Funds in

Term of

Fund

Office and

Complex

Name, Age and Address

Position(s)

Length of

Overseen

Other Directorships

of Independent Managing

Held with

Time

Principal Occupation(s)

By Managing

Held by Managing

General Partner

Fund

Served

During Past 5 Years

General Partner

Jack E. Nelson (74)
423 Country Club Drive
Winter Park, FL 32789

Managing General
Partner

Managing General
Partner
since 2003

President of Nelson Investment Planning Services, Inc., a financial planning company and registered investment adviser in the State of Florida. President of Nelson Ivest Brokerage Services Inc., a member of the Financial Industry Regulatory Authority (“FINRA”), Securities Investors Protection Corp. and the Municipal Securities Rulemaking Board. President of Nelson Sales and Services Corporation, a marketing and services company to support affiliated companies.

Trustee/Director/Managing General Partner of funds in the Fund Complex.

Hugo F. Sonnenschein (69)
1126 E. 59th Street
Chicago, IL 60637

Managing General
Partner

Managing General
Partner
since 1998

President Emeritus and Honorary Trustee of the University of Chicago and the Adam Smith Distinguished Service Professor in the Department of Economics at the University of Chicago. Prior to July 2000, President of the University of Chicago.

Trustee/Director/Managing General Partner of funds in the Fund Complex. Trustee of the University of Rochester and a member of its investment committee. Member of the National Academy of Sciences, the American Philosophical Society and a fellow of the American Academy of Arts and Sciences.

Van Kampen Exchange Fund

Managing General Partners and Officers continued

Number of

Funds in

Term of

Fund

Office and

Complex

Name, Age and Address

Position(s)

Length of

Overseen

Other Directorships

of Independent Managing

Held with

Time

Principal Occupation(s)

By Managing

Held by Managing

General Partner

Fund

Served

During Past 5 Years

General Partner

Suzanne H. Woolsey, Ph.D. (68)
815 Cumberstone Road
Harwood, MD 20776

Managing General
Partner

Managing General
Partner
since 2003

Chief Communications Officer of the National Academy of Sciences/National Research Council, an independent, federally chartered policy institution, from 2001 to November 2003 and Chief Operating Officer from 1993 to 2001. Prior to 1993, Executive Director of the Commission on Behavioral and Social Sciences and Education at the National Academy of Sciences/National Research Council. From 1980 through 1989, Partner of Coopers & Lybrand.

Trustee/Director/Managing General Partner of funds in the Fund Complex. Trustee of Changing World Technologies, Inc., an energy manufacturing company, since July 2008. Director of Fluor Corp., an engineering, procurement and construction organization, since January 2004. Director of Intelligent Medical Devices, Inc., a symptom based diagnostic tool for physicians and clinical labs. Director of the Institute for Defense Analyses, a federally funded research and development center, Director of the German Marshall Fund of the United States, Director of the Rocky Mountain Institute and Trustee of California Institute of Technology and the Colorado College.

Van Kampen Exchange Fund

Managing General Partners and Officers continued

Interested Trustee*

Number of

Funds in

Term of

Fund

Office and

Complex

Name, Age and Address

Position(s)

Length of

Overseen

Other Directorships

of Interested Managing

Held with

Time

Principal Occupation(s)

By Managing

Held by Managing

General Partner

Fund

Served

During Past 5 Years

General Partner

Wayne W. Whalen* (70)
155 North Wacker Drive
Chicago, IL 60606

Managing General
Partner

Managing General
Partner
since 1998

Partner in the law firm of Skadden, Arps, Slate, Meagher & Flom LLP, legal counsel to funds in the Fund Complex.

Trustee/Director/Managing General Partner of funds in the Fund Complex. Director of the Abraham Lincoln Presidential Library Foundation.


†		As indicated above, prior to February 2008, Ms. Heagy was an employee of Heidrick and Struggles, an international executive search firm (“Heidrick”). Heidrick has been (and may continue to be) engaged by Morgan Stanley from time to time to perform executive searches. Such searches have been done by professionals at Heidrick without any involvement by Ms. Heagy. Ethical wall procedures exist to ensure that Ms. Heagy will not have any involvement with any searches performed by Heidrick for Morgan Stanley. Ms. Heagy does not receive any compensation, directly or indirectly, for searches performed by Heidrick for Morgan Stanley.

*		Mr. Whalen is an “interested person” (within the meaning of Section 2(a)(19) of the 1940 Act) of certain funds in the Fund Complex by reason of he and his firm currently providing legal services as legal counsel to such funds in the Fund Complex.

Van Kampen Exchange Fund

Managing General Partners and Officers continued


Officers
		Term of
		Office and
	Position(s)	Length of
Name, Age and	Held with	Time	Principal Occupation(s)
Address of Officer	Fund	Served	During Past 5 Years

Edward C. Wood III (54) 1 Parkview Plaza - Suite 100 Oakbrook Terrace, IL 60181	President and Principal Executive Officer	Officer since 2008	President and Principal Executive Officer of funds in the Fund Complex since November 2008. Managing Director of Van Kampen Investments Inc., the Adviser, the Distributor, Van Kampen Advisors Inc. and Van Kampen Exchange Corp. since December 2003. Chief Administrative Officer of the Adviser, Van Kampen Advisors Inc. and Van Kampen Exchange Corp. since December 2002. Chief Operating Officer of the Distributor since December 2002. Director of Van Kampen Advisors Inc., the Distributor and Van Kampen Exchange Corp. since March 2004. Director of the Adviser since August 2008. Director of Van Kampen Investments Inc. and Van Kampen Investor Services Inc. since June 2008. Previously, Director of the Adviser and Van Kampen Investments Inc. from March 2004 to January 2005 and Chief Administrative Officer of Van Kampen Investments Inc. from 2002 to 2009.


Kevin Klingert (47) 522 Fifth Avenue New York, NY 10036	Vice President	Officer since 2008	Vice President of funds in the Fund Complex since May 2008. Head, Chief Operating Officer and acting Chief Investment Officer of the Global Fixed Income Group of Morgan Stanley Investment Management Inc. and Morgan Stanley Investment Advisors Inc. since April 2008. Head of Global Liquidity Portfolio Management and co-Head of Liquidity Credit Research of Morgan Stanley Investment Management since December 2007. Managing Director of Morgan Stanley Investment Management Inc. and Morgan Stanley Investment Advisors Inc. from December 2007 to March 2008. Previously, Managing Director on the Management Committee and head of Municipal Portfolio Management and Liquidity at BlackRock from October 1991 to January 2007.


Stefanie V. Chang Yu (43) 522 Fifth Avenue New York, NY 10036	Vice President and Secretary	Officer since 2003	Managing Director of Morgan Stanley Investment Management Inc. Vice President and Secretary of funds in the Fund Complex.


John L. Sullivan (54) 1 Parkview Plaza - Suite 100 Oakbrook Terrace, IL 60181	Chief Compliance Officer	Officer since 1996	Chief Compliance Officer of funds in the Fund Complex since August 2004. Prior to August 2004, Director and Managing Director of Van Kampen Investments, the Adviser, Van Kampen Advisors Inc. and certain other subsidiaries of Van Kampen Investments, Vice President, Chief Financial Officer and Treasurer of funds in the Fund Complex and head of Fund Accounting for Morgan Stanley Investment Management Inc. Prior to December 2002, Executive Director of Van Kampen Investments, the Adviser and Van Kampen Advisors Inc.

Van Kampen Exchange Fund

An Important Notice Concerning Our

U.S. Privacy Policy

We are required by federal law to provide you with a copy of our privacy policy (“Policy”) annually.

This Policy applies to current and former individual clients of Van Kampen Funds Inc., and Van Kampen Investor Services Inc., as well as current and former individual investors in Van Kampen mutual funds and related companies.

This Policy is not applicable to partnerships, corporations, trusts or other non-individual clients or account holders, nor is this Policy applicable to individuals who are either beneficiaries of a trust for which we serve as trustee or participants in an employee benefit plan administered or advised by us. This Policy is, however, applicable to individuals who select us to be a custodian of securities or assets in individual retirement accounts, 401(k) accounts, 529 Educational Savings Accounts, accounts subject to the Uniform Gifts to Minors Act, or similar accounts. We may amend this Policy at any time, and will inform you of any changes to this Policy as required by law.

We Respect Your Privacy

We appreciate that you have provided us with your personal financial information and understand your concerns about safeguarding such information. We strive to maintain the privacy of such information while we help you achieve your financial objectives. This Policy describes what nonpublic personal information we collect about you, how we collect it, when we may share it with others, and how others may use it. It discusses the steps you may take to limit our sharing of information about you with affiliated Van Kampen companies (“affiliated companies”). It also discloses how you may limit our affiliates’ use of shared information for marketing purposes. Throughout this Policy, we refer to the nonpublic information that personally identifies you or your accounts as “personal information.”

1. What Personal Information Do We Collect About You?

To better serve you and manage our business, it is important that we collect and maintain accurate information about you. We obtain this information from applications and other forms you submit to us, from your dealings with us, from consumer reporting agencies, from our websites and from third parties and other sources. For example:


	•	We collect information such as your name, address, e-mail address, telephone/fax numbers, assets, income and investment objectives through application forms you submit to us.

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Van Kampen Exchange Fund
An Important Notice Concerning Our
U.S. Privacy Policy continued


	•	We may obtain information about account balances, your use of account(s) and the types of products and services you prefer to receive from us through your dealings and transactions with us and other sources.

	•	We may obtain information about your creditworthiness and credit history from consumer reporting agencies.

	•	We may collect background information from and through third-party vendors to verify representations you have made and to comply with various regulatory requirements.

	•	If you interact with us through our public and private Web sites, we may collect information that you provide directly through online communications (such as an e-mail address). We may also collect information about your Internet service provider, your domain name, your computer’s operating system and Web browser, your use of our Web sites and your product and service preferences, through the use of “cookies.” “Cookies” recognize your computer each time you return to one of our sites, and help to improve our sites’ content and personalize your experience on our sites by, for example, suggesting offerings that may interest you. Please consult the Terms of Use of these sites for more details on our use of cookies.

2. When Do We Disclose Personal Information We Collect About You?

To provide you with the products and services you request, to better serve you, to manage our business and as otherwise required or permitted by law, we may disclose personal information we collect about you to other affiliated companies and to nonaffiliated third parties.

a. Information We Disclose to Our Affiliated Companies. In order to manage your account(s) effectively, including servicing and processing your transactions, to let you know about products and services offered by us and affiliated companies, to manage our business, and as otherwise required or permitted by law, we may disclose personal information about you to other affiliated companies. Offers for products and services from affiliated companies are developed under conditions designed to safeguard your personal information.

b. Information We Disclose to Third Parties. We do not disclose personal information that we collect about you to nonaffiliated third parties except to enable them to provide marketing services on our behalf, to perform joint marketing agreements with other financial institutions, and as otherwise required or permitted by law. For example, some instances where we may disclose information about you to third

(continued on next page)

Van Kampen Exchange Fund
An Important Notice Concerning Our
U.S. Privacy Policy continued

parties include: for servicing and processing transactions, to offer our own products and services, to protect against fraud, for institutional risk control, to respond to judicial process or to perform services on our behalf. When we share personal information with a nonaffiliated third party, they are required to limit their use of personal information about you to the particular purpose for which it was shared and they are not allowed to share personal information about you with others except to fulfill that limited purpose or as may be required by law.

3. How Do We Protect The Security and Confidentiality Of Personal Information We Collect About You?

We maintain physical, electronic and procedural security measures to help safeguard the personal information we collect about you. We have internal policies governing the proper handling of client information. Third parties that provide support or marketing services on our behalf may also receive personal information about you, and we require them to adhere to confidentiality standards with respect to such information.

4. How Can You Limit Our Sharing Of Certain Personal Information About You With Our Affiliated Companies For Eligibility Determination?

We respect your privacy and offer you choices as to whether we share with our affiliated companies personal information that was collected to determine your eligibility for products and services such as credit reports and other information that you have provided to us or that we may obtain from third parties (“eligibility information”). Please note that, even if you direct us not to share certain eligibility information with our affiliated companies, we may still share your personal information, including eligibility information, with those companies under circumstances that are permitted under applicable law, such as to process transactions or to service your account. We may also share certain other types of personal information with affiliated companies—such as your name, address, telephone number, e-mail address and account number(s), and information about your transactions and experiences with us.

5. How Can You Limit the Use of Certain Personal Information About You by our Affiliated Companies for Marketing?

You may limit our affiliated companies from using certain personal information about you that we may share with them for marketing their products or services to you. This information includes our transactions and other experiences with you such as your

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Van Kampen Exchange Fund
An Important Notice Concerning Our
U.S. Privacy Policy continued

assets and account history. Please note that, even if you choose to limit our affiliated companies from using certain personal information about you that we may share with them for marketing their products and services to you, we may still share such personal information about you with them, including our transactions and experiences with you, for other purposes as permitted under applicable law.

6. How Can You Send Us an Opt-Out Instruction?

If you wish to limit our sharing of certain personal information about you with our affiliated companies for “eligibility purposes” and for our affiliated companies’ use in marketing products and services to you as described in this notice, you may do so by:


	•	Calling us at (800) 847-2424 Monday-Friday between 8 a.m. and 8 p.m. (EST)

	•	Writing to us at the following address: Van Kampen Privacy Department Harborside Financial Center, Plaza Two, 3rd Floor Jersey City, NJ 07311

If you choose to write to us, your written request should include: your name, address, telephone number and account number(s) to which the opt-out applies and should not be sent with any other correspondence. In order to process your request, we require that the request be provided by you directly and not through a third party. Once you have informed us about your privacy preferences, your opt-out preference will remain in effect with respect to this Policy (as it may be amended) until you notify us otherwise. If you are a joint account owner, we will accept instructions from any one of you and apply those instructions to the entire account. Please allow approximately 30 days from our receipt of your opt-out for your instructions to become effective.

Please understand that if you opt-out, you and any joint account holders may not receive certain Van Kampen or our affiliated companies’ products and services that could help you manage your financial resources and achieve your investment objectives.

If you have more than one account with us or our affiliates, you may receive multiple privacy policies from us, and would need to follow the directions stated in each particular policy for each account you have with us.

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Van Kampen Exchange Fund
An Important Notice Concerning Our
U.S. Privacy Policy continued

SPECIAL NOTICE TO RESIDENTS OF VERMONT

This section supplements our Policy with respect to our individual clients who have a Vermont address and supersedes anything to the contrary in the above Policy with respect to those clients only.

The State of Vermont requires financial institutions to obtain your consent prior to sharing personal information that they collect about you with affiliated companies and nonaffiliated third parties other than in certain limited circumstances. Except as permitted by law, we will not share personal information we collect about you with nonaffiliated third parties or other affiliated companies unless you provide us with your written consent to share such information (“opt-in”).

If you wish to receive offers for investment products and services offered by or through other affiliated companies, please notify us in writing at the following address:


		Van Kampen Privacy Department Harborside Financial Center, Plaza Two, 3rd Floor Jersey City, NJ 07311

Your authorization should include: your name, address, telephone number and account number(s) to which the opt-in applies and should not be sent with any other correspondence. In order to process your authorization, we require that the authorization be provided by you directly and not through a third-party.

Van Kampen Funds Inc.

522 Fifth Avenue

New York, New York 10036

www.vankampen.com

EXCHANN 02/10

IU10-00530P-Y12/09

Item 2. Code of Ethics.

(a) The Fund has adopted a code of ethics (the “Code of Ethics”) that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the Fund or a third party.

(b) No information need be disclosed pursuant to this paragraph.

(c) Due to personnel changes at the Adviser, the general counsel’s designee set forth in Exhibit C was amended in April 2009. Both editions of Exhibit C are attached.

(d) Not applicable.

(e) Not applicable.

(f)

	(1)		The Fund’s Code of Ethics is attached hereto as Exhibit 12(1).

	(2)		Not applicable.

	(3)		Not applicable.

Item 3. Audit Committee Financial Expert.

The Fund’s Board of Trustees has determined that it has three “audit committee financial experts” serving on its audit committee, each of whom are “independent” Trustees: Rod Dammeyer, R. Craig Kennedy and Jerry D. Choate. Under applicable securities laws, a person who is determined to be an audit committee financial expert will not be deemed an “expert” for any purpose, including without limitation for the purposes of Section 11 of the Securities Act of 1933, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities that are greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and Board of Trustees in the absence of such designation or identification.

Item 4. Principal Accountant Fees and Services.

(a)(b)(c)(d) and (g). Based on fees billed for the periods shown:

2009


	Registrant			Covered Entities⁽¹⁾
Audit Fees	$	28,080			N/A

Non-Audit Fees
Audit-Related Fees	$	0		$	215,000	⁽²⁾
Tax Fees	$	2,750	⁽³⁾	$	0
All Other Fees	$	0		$	0
Total Non-Audit Fees	$	2,750		$	215,000

Total	$	30,830		$	215,000

2008


	Registrant			Covered Entities⁽¹⁾
Audit Fees	$	28,080			N/A

Non-Audit Fees
Audit-Related Fees	$	0		$	244,200	⁽²⁾
Tax Fees	$	1,650	⁽³⁾	$	0
All Other Fees	$	0		$	0
Total Non-Audit Fees	$	1,650		$	244,200

Total	$	29,730		$	244,200


N/A- Not applicable, as not required by Item 4.

⁽¹⁾		Covered Entities include the Adviser (excluding sub-advisors) and any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Registrant.

⁽²⁾		Audit-Related Fees represent assurance and related services provided that are reasonably related to the performance of the audit of the financial statements of the Covered Entities’ and funds advised by the Adviser or its affiliates, specifically attestation services provided in connection with a SAS 70 Report.

⁽³⁾		Tax Fees represent tax advice and compliance services provided in connection with the review of the Registrant’s tax.

(e)(1) The audit committee’s pre-approval policies and procedures are as follows:

JOINT AUDIT COMMITTEE
AUDIT AND NON-AUDIT SERVICES
PRE-APPROVAL POLICY AND PROCEDURES
OF THE
VAN KAMPEN FUNDS

AS ADOPTED JULY 23, 2003 AND AMENDED MAY 26, 2004¹

STATEMENT OF PRINCIPLES

The Audit Committee of the Board is required to review and, in its sole discretion, pre-approve all Covered Services to be provided by the Independent Auditors to the Fund and Covered Entities in order to assure that services performed by the Independent Auditors do not impair the auditor’s independence from the Fund.²

The SEC has issued rules specifying the types of services that an independent auditor may not provide to its audit client, as well as the audit committee’s administration of the engagement of the independent auditor. The SEC’s rules establish two different approaches to pre-approving services, which the SEC considers to be equally valid. Proposed services either: may be pre-approved without consideration of specific case-by-case services by the Audit Committee (“general pre-approval”); or require the specific pre-approval of the Audit Committee (“specific pre-approval”). The Audit Committee believes that the combination of these two approaches in this Policy will result in an effective and efficient procedure to pre-approve services performed by the Independent Auditors. As set forth in this Policy, unless a type of service has received general pre-approval, it will require specific pre-approval by the Audit Committee (or by any member of the Audit Committee to which pre-approval authority has been delegated) if it is to be provided by the Independent Auditors. Any proposed services exceeding pre-approved cost levels or budgeted amounts will also require specific pre-approval by the Audit Committee.

For both types of pre-approval, the Audit Committee will consider whether such services are consistent with the SEC’s rules on auditor independence. The Audit Committee will also consider whether the Independent Auditors are best positioned to provide the most effective and efficient services, for reasons such as its familiarity with the Fund’s business, people, culture, accounting systems, risk profile and other factors, and whether the service might enhance the Fund’s ability to manage or control risk or improve audit quality. All such factors will be considered as a whole, and no one factor should necessarily be determinative.

The Audit Committee is also mindful of the relationship between fees for audit and non-audit services in deciding whether to pre-approve any such services and may determine for each fiscal year, the appropriate ratio between the total amount of fees for Audit, Audit-related and Tax services for the Fund (including any Audit-related or Tax service fees for Covered Entities that were subject to pre-approval), and the total amount of fees for certain permissible non-audit services classified as All Other services for the Fund (including any such services for Covered Entities subject to pre-approval).

The appendices to this Policy describe the Audit, Audit-related, Tax and All Other services that have the general pre-approval of the Audit Committee. The term of any general pre-approval is 12 months from the date of pre-approval, unless the Audit Committee considers and provides a different period and states otherwise. The Audit Committee will annually review and pre-approve the services that may be provided by the Independent Auditors without obtaining specific pre-approval from the Audit Committee. The Audit Committee will add to or subtract from the list of general pre-approved services from time to time, based on subsequent determinations.

The purpose of this Policy is to set forth the policy and procedures by which the Audit Committee intends to fulfill its responsibilities. It does not delegate the Audit Committee’s responsibilities to pre-approve services performed by the Independent Auditors to management.


¹		This Joint Audit Committee Audit and Non-Audit Services Pre-Approval Policy and Procedures (the “Policy”), amended as of the date above, supercedes and replaces all prior versions that may have been amended from time to time.

²		Terms used in this Policy and not otherwise defined herein shall have the meanings as defined in the Joint Audit Committee Charter.

The Fund’s Independent Auditors have reviewed this Policy and believes that implementation of the Policy will not adversely affect the Independent Auditors’ independence.

Delegation

As provided in the Act and the SEC’s rules, the Audit Committee may delegate either type of pre-approval authority to one or more of its members. The member to whom such authority is delegated must report, for informational purposes only, any pre-approval decisions to the Audit Committee at its next scheduled meeting.

Audit Services

The annual Audit services engagement terms and fees are subject to the specific pre-approval of the Audit Committee. Audit services include the annual financial statement audit and other procedures required to be performed by the Independent Auditors to be able to form an opinion on the Fund’s financial statements. These other procedures include information systems and procedural reviews and testing performed in order to understand and place reliance on the systems of internal control, and consultations relating to the audit. The Audit Committee will monitor the Audit services engagement as necessary, but no less than on a quarterly basis, and will also approve, if necessary, any changes in terms, conditions and fees resulting from changes in audit scope, Fund structure or other items.

In addition to the annual Audit services engagement approved by the Audit Committee, the Audit Committee may grant general pre-approval to other Audit services, which are those services that only the Independent Auditors reasonably can provide. Other Audit services may include statutory audits and services associated with SEC registration statements (on Forms N-1A, N-2, N-3, N-4, etc.), periodic reports and other documents filed with the SEC or other documents issued in connection with securities offerings.

The Audit Committee has pre-approved the Audit services in Appendix B.1. All other Audit services not listed in Appendix B.1 must be specifically pre-approved by the Audit Committee (or by any member of the Audit Committee to which pre-approval has been delegated).

Audit-related Services

Audit-related services are assurance and related services that are reasonably related to the performance of the audit or review of the Fund’s financial statements or, to the extent they are Covered Services, the Covered Entities’ financial statements, or that are traditionally performed by the Independent Auditors. Because the Audit Committee believes that the provision of Audit-related services does not impair the independence of the auditor and is consistent with the SEC’s rules on auditor independence, the Audit Committee may grant general pre-approval to Audit-related services. Audit-related services include, among others, accounting consultations related to accounting, financial reporting or disclosure matters not classified as “Audit services”; assistance with understanding and implementing new accounting and financial reporting guidance from rulemaking authorities; agreed-upon or expanded audit procedures related to accounting and/or billing records required to respond to or comply with financial, accounting or regulatory reporting matters; and assistance with internal control reporting requirements under Forms N-SAR and/or N-CSR.

The Audit Committee has pre-approved the Audit-related services in Appendix B.2. All other Audit-related services not listed in Appendix B.2 must be specifically pre-approved by the Audit Committee (or by any member of the Audit Committee to which pre-approval has been delegated).

Tax Services

The Audit Committee believes that the Independent Auditors can provide Tax services to the Fund and, to the extent they are Covered Services, the Covered Entities, such as tax compliance, tax planning and tax advice without impairing the auditor’s independence, and the SEC has stated that the Independent Auditors may provide such services. Hence, the Audit Committee believes it may grant general pre-approval to those Tax services that have historically been provided by the Independent Auditors, that the Audit Committee has reviewed and believes would not impair the independence of the Independent Auditors, and that are consistent with the SEC’s rules on auditor independence. The Audit Committee will not permit the retention of the

Independent Auditors in connection with a transaction initially recommended by the Independent Auditors, the sole business purpose of which may be tax avoidance and the tax treatment of which may not be supported in the Internal Revenue Code and related regulations. The Audit Committee will consult with Director of Tax or outside counsel to determine that the tax planning and reporting positions are consistent with this policy.

Pursuant to the preceding paragraph, the Audit Committee has pre-approved the Tax Services in Appendix B.3. All Tax services involving large and complex transactions not listed in Appendix B.3 must be specifically pre-approved by the Audit Committee (or by any member of the Audit Committee to which pre-approval has been delegated), including tax services proposed to be provided by the Independent Auditors to any executive officer or trustee/director/managing general partner of the Fund, in his or her individual capacity, where such services are paid for by the Fund (generally applicable only to internally managed investment companies).

All Other Services

The Audit Committee believes, based on the SEC’s rules prohibiting the Independent Auditors from providing specific non-audit services, that other types of non-audit services are permitted. Accordingly, the Audit Committee believes it may grant general pre-approval to those permissible non-audit services classified as All Other services that it believes are routine and recurring services, would not impair the independence of the auditor and are consistent with the SEC’s rules on auditor independence.

The Audit Committee has pre-approved the All Other services in Appendix B.4. Permissible All Other services not listed in Appendix B.4 must be specifically pre-approved by the Audit Committee (or by any member of the Audit Committee to which pre-approval has been delegated).

A list of the SEC’s prohibited non-audit services is attached to this policy as Appendix B.5. The SEC’s rules and relevant guidance should be consulted to determine the precise definitions of these services and the applicability of exceptions to certain of the prohibitions.

Pre-Approval Fee Levels or Budgeted Amounts

Pre-approval fee levels or budgeted amounts for all services to be provided by the Independent Auditors will be established annually by the Audit Committee. Any proposed services exceeding these levels or amounts will require specific pre-approval by the Audit Committee. The Audit Committee is mindful of the overall relationship of fees for audit and non-audit services in determining whether to pre-approve any such services. For each fiscal year, the Audit Committee may determine the appropriate ratio between the total amount of fees for Audit, Audit-related, and Tax services for the Fund (including any Audit-related or Tax services fees for Covered Entities subject to pre-approval), and the total amount of fees for certain permissible non-audit services classified as All Other services for the Fund (including any such services for Covered Entities subject to pre-approval).

Procedures

All requests or applications for services to be provided by the Independent Auditors that do not require specific approval by the Audit Committee will be submitted to the Fund’s Chief Financial Officer and must include a detailed description of the services to be rendered. The Fund’s Chief Financial Officer will determine whether such services are included within the list of services that have received the general pre-approval of the Audit Committee. The Audit Committee will be informed on a timely basis of any such services rendered by the Independent Auditors. Requests or applications to provide services that require specific approval by the Audit Committee will be submitted to the Audit Committee by both the Independent Auditors and the Fund’s Chief Financial Officer, and must include a joint statement as to whether, in their view, the request or application is consistent with the SEC’s rules on auditor independence.

The Audit Committee has designated the Fund’s Chief Financial Officer to monitor the performance of all services provided by the Independent Auditors and to determine whether such services are in compliance with this Policy. The Fund’s Chief Financial Officer will report to the Audit Committee on a periodic basis on the results of its monitoring. A sample report is included as Appendix B.7. Both the Fund’s Chief Financial Officer and management will immediately report to the chairman of the Audit Committee any breach of this Policy that comes to the attention of the Fund’s Chief Financial Officer or any member of management.

Additional Requirements

The Audit Committee has determined to take additional measures on an annual basis to meet its responsibility to oversee the work of the Independent Auditors and to assure the auditor’s independence from the Fund, such as reviewing a formal written statement from the Independent Auditors delineating all relationships between the Independent Auditors and the Fund, consistent with Independence Standards Board No. 1, and discussing with the Independent Auditors its methods and procedures for ensuring independence.

10.

Covered Entities

Covered Entities include the Fund’s investment adviser(s) and any entity controlling, controlled by or under common control with the Fund’s investment adviser(s) that provides ongoing services to the Fund(s). Beginning with non-audit service contracts entered into on or after May 6, 2003, the Fund’s audit committee must pre-approve non-audit services provided not only to the Fund but also to the Covered Entities if the engagements relate directly to the operations and financial reporting of the Fund. This list of Covered Entities would include:

	–		Van Kampen Investments Inc.

	–		Van Kampen Asset Management

	–		Van Kampen Advisors Inc.

	–		Van Kampen Funds Inc.

	–		Van Kampen Investor Services Inc.

	–		Morgan Stanley Investment Management Inc.

	–		Morgan Stanley Trust Company

	–		Morgan Stanley Investment Management Ltd.

	–		Morgan Stanley Investment Management Company

	–		Morgan Stanley Asset & Investment Trust Management Company Ltd.

(e)(2) Beginning with non-audit service contracts entered into on or after May 6, 2003, the audit committee also is required to pre-approve services to Covered Entities to the extent that the services are determined to have a direct impact on the operations or financial reporting of the Registrant. 100% of such services were pre-approved by the audit committee pursuant to the Audit Committee’s pre-approval policies and procedures (included herein).

(f) Not applicable.

(g) See table above.

(h) The audit committee of the Board of Trustees has considered whether the provision of services other than audit services performed by the auditors to the Registrant and Covered Entities is compatible with maintaining the auditors’ independence in performing audit services.

Item 5. Audit Committee of Listed Registrants.

(a) The Fund has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act whose members are: R. Craig Kennedy, Jerry D. Choate, Rod Dammeyer.

(b) Not applicable.

Item 6. Schedule of Investments.

(a) Please refer to Item #1.

(b) Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

Not applicable.

Item 11. Controls and Procedures.

(a) The Fund’s principal executive officer and principal financial officer have concluded that the Fund’s disclosure controls and procedures are sufficient to ensure that information required to be disclosed by the Fund in this Form N-CSR was recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, based upon such officers’ evaluation of these controls and procedures as of a date within 90 days of the filing date of the report.

(b) There were no changes in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(1) The Code of Ethics for Principal Executive and Senior Financial Officers is attached hereto.

(2)(a) A certification for the Principal Executive Officer of the registrant is attached hereto as part of EX-99.CERT.

(2)(a) A certification for the Principal Financial Officer of the registrant is attached hereto as part of EX-99.CERT.


Assets:
Total Investments (Cost $10,579,589)	$	62,090,151
Cash		894
Receivables:
Dividends		144,244
Other		755

Total Assets		62,236,044

Liabilities:
Payables:
Fund Units Repurchased		3,091,423
Investment Advisory Fee		15,866
Other Affiliates		9,894
Managing General Partners’ Retirement Plan		4,891
Accrued Expenses		48,322

Total Liabilities		3,170,396

Net Assets	$	59,065,648

Net Assets Are Comprised of:
141,949 units of limited partnership interest	$	58,208,535
1,889 units of non-managing general partnership interest		774,611
201 units of managing general partnership interest		82,502

Net Assets	$	59,065,648

Net Asset Value Per Unit ($59,065,648 divided by 144,039 units of partnership interest outstanding)	$	410.07


	Number of Units
	In Favor		Withheld


David C. Arch		119,227		2,412
Jerry D. Choate		119,227		2,412
Rod Dammeyer		119,227		2,412
Linda Hutton Heagy		119,227		2,412
R. Craig Kennedy		119,227		2,412
Howard J Kerr		119,227		2,412
Jack E. Nelson		119,227		2,412
Hugo F. Sonnenschein		119,227		2,412
Wayne W. Whalen		119,227		2,412
Suzanne H. Woolsey		119,227		2,412


(Registrant) Van Kampen Exchange Fund

By: Name:		/s/ Edward C. Wood III Edward C. Wood III
Title:		Principal Executive Officer

Date:		February 18, 2010


By: Name:		/s/ Edward C. Wood III Edward C. Wood III
Title:		Principal Executive Officer

Date:		February 18, 2010

By: Name:		/s/ Stuart N. Schuldt Stuart N. Schuldt
Title:		Principal Financial Officer

Date:		February 18, 2010





		MUTUAL FUNDS Van Kampen Exchange Fund

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