N-CSRS 1 h83381nvcsrs.htm FORM N-CSRS nvcsrs
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-02611
Invesco Van Kampen Exchange Fund
 
(Exact name of registrant as specified in charter)
1555 Peachtree Street, N.E., Atlanta, Georgia 30309
 
(Address of principal executive offices) (Zip code)
Colin D. Meadows 1555 Peachtree Street, N.E., Atlanta, Georgia 30309
 
(Name and address of agent for service)
Registrant’s telephone number, including area code: (713) 626-1919
Date of fiscal year end: 12/31
Date of reporting period: 6/30/11
 
 

 

 

Item 1. Reports to Stockholders.

 

 

(INVESCO LOGO)
 
Invesco Van Kampen Exchange Fund
Semiannual Report to Partners • June 30, 2011
(GRAPHIC)
     
 
2
   Fund Performance
3
   Schedule of Investments
5
   Financial Statements
8
   Financial Highlights
8
   Notes to Financial Statements
12
   Approval of Investment Advisory and Sub-Advisory Agreements
14
   Results of Proxy
 
    
 
    
 
    
Unless otherwise noted, all data provided by Invesco.
This report must be accompanied or preceded by a currently effective Fund prospectus, which contains more complete information, including sales charges and expenses. Investors should read it carefully before investing.
         
 
NOT FDIC INSURED 
  MAY LOSE VALUE    NO BANK GUARANTEE


 

 

 
Fund Performance

 
 
Performance summary

        
 
Fund vs. Indexes
        
Cumulative total returns, 12/31/10 to 6/30/11, at net asset value (NAV).
         
Invesco Van Kampen Exchange Fund
     9.23 %
 
S&P 500 Index▼ Broad Market/Style-Specific Index)
     6.01  
 
▼ Lipper Inc.
        
 
The S&P 500® Index is an unmanaged index considered representative of the U.S. stock market.
     The Fund is not managed to track the performance of any particular index, including the index(es) defined here, and consequently, the performance of the Fund may deviate significantly from the performance of the index(es).
     A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of the peer group, if applicable, reflects fund expenses; performance of a market index does not.
 
 
Average Annual Total Returns
        
As of 6/30/11, including maximum applicable sales charges
 
        
Invesco Van Kampen Exchange Fund
  
Inception (12/16/76)
     11.34 %
10 Years
     4.83  
 
5 Years
     7.48  
 
1 Year
     41.90  
 


     The performance data quoted represent past performance and cannot guarantee comparable future results; current performance may be lower or higher. Performance figures reflect reinvested distributions and changes in net asset value. Performance figures do not reflect deduction of taxes a shareholder would pay on Fund distributions or sale of Fund shares. Investment return and principal value will fluctuate so that you may have a gain or loss when you sell units.
     The total annual Fund operating expense ratio for the period ended June 30, 2011, is 0.52%.


2   Invesco Van Kampen Exchange Fund

 

Schedule of Investments
 
June 30, 2011
(Unaudited)
 
 
                 
    Number of
 		   
Description   Shares   Value
 
 
Equities–99.1%
  		       
 
Aerospace & Defense–1.1%
  		       
Honeywell International, Inc.     12,478     $ 743,564  
 
 
Coal & Consumable Fuels–0.9%
  		       
Alpha Natural Resources, Inc.(a)     13,099       595,218  
 
 
Construction & Engineering–2.5%
  		       
Fluor Corp.     25,559       1,652,645  
 
 
Diversified Banks–0.9%
  		       
HSBC Holdings PLC–ADR (United Kingdom)     11,471       569,191  
 
 
Forest Products–0.3%
  		       
Louisiana-Pacific Corp.(a)     25,866       210,549  
 
 
Health Care Distributors–0.1%
  		       
Cardinal Health, Inc.     1,860       84,481  
 
 
Health Care Equipment–0.9%
  		       
Baxter International, Inc.     9,960       594,512  
 
CareFusion Corp.(a)     930       25,268  
 
              619,780  
 
 
Health Care Services–1.0%
  		       
Medco Health Solutions, Inc.(a)     12,102       684,005  
 
 
Industrial Gases–10.9%
  		       
Air Products & Chemicals, Inc.     75,236       7,191,057  
 
 
Industrial Machinery–1.7%
  		       
SPX Corp.     13,594       1,123,680  
 
 
Integrated Oil & Gas–14.1%
  		       
BP PLC–ADR (United Kingdom)     33,740       1,494,345  
 
Exxon Mobil Corp.     48,719       3,964,752  
 
Hess Corp.     51,692       3,864,494  
 
              9,323,591  
 
 
IT Consulting & Other Services–3.9%
  		       
IBM Corp.     14,956       2,565,702  
 
 
Multi-Line Insurance–0.1%
  		       
American International Group, Inc. (Warrants, expiring 01/19/21)(a)
    1,108       11,302  
 
American International Group, Inc.(a)     2,076       60,868  
 
              72,170  
 
 
Oil & Gas Drilling–0.2%
  		       
Transocean Ltd. (Switzerland)     2,169       140,031  
 
 
Oil & Gas Equipment & Services–11.7%
  		       
Baker Hughes, Inc.     25,531       1,852,529  
 
Halliburton Co.     60,397       3,080,247  
 
Schlumberger Ltd. (Netherlands Antilles)     32,031       2,767,479  
 
              7,700,255  
 
 
Oil & Gas Exploration & Production–4.9%
  		       
Apache Corp.     26,241       3,237,877  
 
 
Packaged Foods & Meats–7.2%
  		       
McCormick & Co., Inc.     96,131       4,765,214  
 
 
Pharmaceuticals–15.4%
  		       
Johnson & Johnson     53,320       3,546,847  
 
Merck & Co., Inc.     101,062       3,566,478  
 
Pfizer, Inc.     149,619       3,082,151  
 
              10,195,476  
 
 
Semiconductors–7.3%
  		       
Intel Corp.     215,966       4,785,806  
 
 
Specialized REIT’s–1.6%
  		       
Plum Creek Timber Co., Inc.     25,500       1,033,770  
 
 
Specialty Chemicals–12.4%
  		       
International Flavors & Fragrances, Inc.     49,513       3,180,716  
 
Lubrizol Corp.     37,469       5,030,963  
 
              8,211,679  
 
Total Long-Term Investments–99.1% (Cost $5,861,931)
          $ 65,505,741  
                 
 
 
Money Market Funds–0.8%
  		       
Liquid Assets Portfolio–Institutional Class(b)
    257,551       257,551  
 
Premier Portfolio–Institutional Class(b)
    257,551       257,551  
 
Total Money Market Funds–0.8% (Cost $515,102)
            515,102  
 
TOTAL INVESTMENTS–99.9% (Cost $6,377,033)
            66,020,843  
 
OTHER ASSETS IN EXCESS OF LIABILITIES–0.1%
            80,379  
 
NET ASSETS–100.0%
          $ 66,101,222  
 
Investment Abbreviations:
     
ADR
  – American Depositary Receipt
REIT
  – Real Estate Investment Trust
 
Notes to Schedule of Investments:
 
(a) Non-income producing security.
(b) The money market fund and the Fund are affiliated by having the same investment adviser.
 
See accompanying Notes to Financial Statements which are an integral part of the financial statements.
 
3        Invesco Van Kampen Exchange Fund

 

Portfolio Composition
 
By sector, based on net assets
as of June 30, 2011
 
 
         
Energy
    31.8 %
 
Materials
    23.6  
 
Health Care
    17.5  
 
Information Technology
    11.1  
 
Consumer Staples
    7.2  
 
Industrials
    5.3  
 
Financials
    2.6  
 
Money Market Funds Plus Other Assets Less Liabilities
    0.9  
 
 
See accompanying Notes to Financial Statements which are an integral part of the financial statements.
 
4        Invesco Van Kampen Exchange Fund

 

Statement of Assets and Liabilities
 
June 30, 2011
(Unaudited)
 
 
         
 
Assets:
 
Investments, at value (Cost $5,861,931)
  $ 65,505,741  
 
Investments in affiliated money market funds, at value and cost
    515,102  
 
Total investments, at value (Cost $6,377,033)
    66,020,843  
 
Dividend receivable
    118,685  
 
Total assets
    66,139,528  
 
 
Liabilities:
 
Payables:
       
Accrued other operating expenses
    34,638  
 
Managing general partners’ retirement plans
    3,668  
 
Total liabilities
    38,306  
 
Net assets
  $ 66,101,222  
 
 
Net assets are comprised of:
 
131,253 units of limited partnership interest
  $ 65,047,953  
 
1,901 units of non-managing general partnership interest
    942,311  
 
224 units of managing general partnership interest
    110,958  
 
Net assets
  $ 66,101,222  
 
Net asset value per unit ($66,101,222 divided by 133,378 units of partnership interest outstanding)
  $ 495.59  
 
 
Components of net assets:
 
Net paid in capital on units of beneficial interest
  $ 6,457,412  
 
Net unrealized appreciation on investments
    59,643,810  
 
Total net assets
  $ 66,101,222  
 
 
See accompanying Notes to Financial Statements which are an integral part of the financial statements.
 
5        Invesco Van Kampen Exchange Fund

 

Statement of Operations
 
For the six months ended, June 30, 2011
(Unaudited)
 
 
         
 
Investment income:
 
Dividends
  $ 650,174  
 
Dividends from affiliated money market funds
    156  
 
Total income
    650,330  
 
 
Expenses:
 
Advisory fee
    95,612  
 
Administrative services fee
    24,795  
 
Professional fees
    41,525  
 
Reports to partners
    15,773  
 
Custody
    1,128  
 
Managing general partners’ fees and related expenses
    7,605  
 
Other
    (19,640 )
 
Total expenses
    166,798  
 
Less: Fees waived
    (1,298 )
 
Net expenses
    165,500  
 
Net investment income
    484,830  
 
 
Realized and unrealized gain:
 
Net realized gain on investments
    149,243  
 
Unrealized appreciation:
       
Beginning of the period
    54,675,123  
 
End of the period
    59,643,810  
 
Net unrealized appreciation during the period
    4,968,687  
 
Net realized and unrealized gain
    5,117,930  
 
Net increase in net assets from operations
  $ 5,602,760  
 
 
See accompanying Notes to Financial Statements which are an integral part of the financial statements.
 
6        Invesco Van Kampen Exchange Fund

 

Statements of Changes in Net Assets
 
For the six months ended June 30, 2011 and the year ended December 31, 2010
(Unaudited)
 
 
                 
    2011   2010
 
 
From investment activities:
  		       
 
Operations:
  		       
Net investment income
  $ 484,830     $ 942,817  
 
Net realized gain
    149,243       4,290,232  
 
Net unrealized appreciation during the period
    4,968,687       3,164,561  
 
Change in net assets from operations
    5,602,760       8,397,610  
 
Distributions from net investment income
    (333,441 )     (984,146 )
 
Distributions from net realized gain
    (13,338 )     (1,219,999 )
 
Total distributions
    (346,779 )     (2,204,145 )
 
Net change in net assets from investment activities
    5,255,981       6,193,465  
 
 
From partnership unit transactions:
  		       
Proceeds from units issued through dividend reinvestment
    49,275       399,609  
 
Cost of units repurchased
    (174,751 )     (4,688,005 )
 
Net change in net assets from partnership unit transactions
    (125,476 )     (4,288,396 )
 
Total increase in net assets
    5,130,505       1,905,069  
 
 
Net assets:
  		       
Beginning of the period
    60,970,717       59,065,648  
 
End of the period
  $ 66,101,222     $ 60,970,717  
 
 
Change in partnership units outstanding:
  		       
Units issued through dividend reinvestment
    103       1,003  
 
Units repurchased
    (374 )     (11,393 )
 
Increase (decrease) in partnership units outstanding
    (271 )     (10,390 )
 
 
See accompanying Notes to Financial Statements which are an integral part of the financial statements.
 
7        Invesco Van Kampen Exchange Fund

 

Financial Highlights
 
 
The following schedule presents financial highlights for one share of the Fund outstanding throughout the periods indicated.
 
                                                 
    Six months
 		                   
    ended
 		                   
    June 30,
 		  Year ended December 31
    2011   2010   2009   2008   2007   2006
 
Net asset value, beginning of the period
  $ 456.20     $ 410.07     $ 327.27     $ 503.75     $ 420.23     $ 368.67  
 
Net investment income(a)
    3.63       6.95       6.84       7.15       7.27       5.81  
 
Net realized and unrealized gain (loss)
    38.36       55.24       85.24       (176.20 )     80.21       49.57  
 
Total from investment operations
    41.99       62.19       92.08       (169.05 )     87.48       55.38  
 
Less:
 
                                               
Distributions from net investment income
    2.50       7.25       6.50       5.00       1.28       1.28  
 
Distributions from net realized gain
    0.10       8.81       2.78       2.43       2.68       2.54  
 
Total distributions
    2.60       16.06       9.28       7.43       3.96       3.82  
 
Net asset value, end of the period
  $ 495.59     $ 456.20     $ 410.07     $ 327.27     $ 503.75     $ 420.23  
 
Total return(b)
    9.23 %     15.77 %     28.74 %     (33.92 )%     20.97 %     15.12 %
 
Net assets at end of the period (000’s omitted)
  $ 66,101     $ 60,971     $ 59,066     $ 53,803     $ 83,477     $ 73,259  
 
Portfolio turnover(c)
    0 %     0 %     2 %     0 %     0 %     0 %
 
Ratios based on average net assets:
 
                                               
Ratio of expenses:
 
                                               
With fee waivers and/or expense absorbed
    0.52 %(d)     0.50 %     0.52 %     0.52 %     0.46 %     0.57 %
 
Without fee waivers and expense absorbed
    0.52 %(d)     0.52 %     N/A       N/A       N/A       N/A  
 
Ratio of net investment income
    1.52 %(d)     1.72 %     1.93 %     1.65 %     1.58 %     1.49 %
 
(a) Based on average units outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year, if applicable.
(c) Portfolio turnover is calculated at the Fund level and is not annualized for periods less than one year, if applicable.
(d) Ratios are annualized and based on average daily net assets (000’s omitted) of $64,270.
  N/A= Not Applicable
 
Notes to Financial Statements
 
June 30, 2011
(Unaudited)
 
 
NOTE 1—Significant Accounting Policies
 
Invesco 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 management investment company. Effective June 1, 2010, the Fund name changed from Van Kampen Exchange Fund to Invesco Van Kampen Exchange Fund.
  The Fund seeks long-term growth of capital. The production of current income is a secondary objective.
  The Fund has three different types of partners: Managing General Partners, Non-Managing General Partners, and Limited Partners. Except as otherwise specifically provided in the Certificate and Agreement of Limited Partnership (the “Agreement”), Managing General Partners have complete and exclusive control over the management, conduct, and operations of the Fund’s business. Generally, Non-Managing General Partners will take no part in the control of the Fund’s business. Limited Partners may exercise voting rights as provided pursuant to the terms of the Agreement.
  The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. Security Valuations — Securities, including restricted securities, are valued according to the following policy.
    A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on prices furnished by independent pricing services or market makers. When such securities are valued by an independent pricing service they may be considered fair valued. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and ask prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an
 
8        Invesco Van Kampen Exchange Fund

 

independent source at the mean between the last bid and ask prices. For purposes of determining net asset value per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange (“NYSE”).
    Investments in open-end and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in open-end and closed-end registered investment companies that trade on an exchange are valued at the last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded.
    Debt obligations (including convertible bonds) and unlisted equities are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate, yield, quality, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Short-term obligations, including commercial paper, having 60 days or less to maturity are recorded at amortized cost which approximates value. Debt securities are subject to interest rate and credit risks. In addition, all debt securities involve some risk of default with respect to interest and/or principal payments.
    Foreign securities (including foreign exchange contracts) are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trade is not the current value as of the close of the NYSE. Foreign securities meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, American Depositary Receipts and domestic and foreign index futures. Foreign securities may have additional risks including exchange rate changes, potential for sharply devalued currencies and high inflation, political and economical upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.
    Securities for which market prices are not provided by any of the above methods may be valued based upon quotes furnished by independent sources. The last bid price may be used to value equity securities. The mean between the last bid and asked prices is used to value debt obligations, including Corporate Loans.
    Securities for which market quotations are not readily available or are unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust’s officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security’s fair value.
    Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of the issuer’s assets, general economic conditions, interest rates, investor perceptions and market liquidity. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.
B. Securities Transactions and Investment Income — Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income (net of withholding tax, if any) is recorded on the ex-dividend date.
    The Fund may periodically participate in litigation related to Fund investments. As such, the Fund may receive proceeds from litigation settlements. Any proceeds received are included in the Statement of Operations as realized gain (loss) for investments no longer held and as unrealized gain (loss) for investments still held.
    Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of net realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the net realized and unrealized gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund’s net asset value and, accordingly, they reduce the Fund’s total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and Statement of Changes in Net Assets, or the net investment income per share and ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the investment adviser.
    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.
C. Country Determination — For the purposes of making investment selection decisions and presentation in the Schedule of Investments, the investment adviser may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer’s securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America, unless otherwise noted.
D. Distributions — Quarterly distributions to partners are recorded on the record date. Distributions from the Fund are recorded on the ex-distribution date.
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. As such, the Fund will not be subject to federal income taxes
 
9        Invesco Van Kampen Exchange Fund

 

on otherwise taxable income (including net realized capital gain) that is distributed to partners. Therefore, no provision for federal income taxes is recorded in the financial statements.
    The Fund files tax returns in the U.S. Federal jurisdiction and certain other jurisdictions. Generally, the Fund is subject to examinations by such taxing authorities for up to three years after the filing of the return for the tax period.
F. Accounting Estimates — 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 at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates by a significant amount. In addition, the Fund monitors for material events or transactions that may occur or become known after the period-end date and before the date the financial statements are released to print.
G. Indemnifications — Under the Fund’s organizational documents, each General Partner of the Fund (including officers, and/or directors of a corporate General Partner) is indemnified against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts, including the Fund’s servicing agreements, that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote.
 
NOTE 2—Advisory Fees and Other Fees Paid to Affiliates
 
The Fund has entered into a master investment advisory agreement with Invesco Advisers, Inc. (the “Adviser” or “Invesco”). Under the terms of the investment advisory agreement, the Fund pays an annual fee of 0.30% of the Fund’s average daily net assets.
  Under the terms of master intergroup sub-advisory contracts between the Adviser and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Canada Ltd. (formerly Invesco Trimark Ltd.) (collectively, the “Affiliated Sub-Advisers”) the Adviser, not the Fund, may pay 40% of the fees paid to the Adviser to any such Affiliated Sub-Adviser(s) that provide discretionary investment management services to the Fund based on the percentage of assets allocated to such Sub-Adviser(s).
  The Adviser has contractually agreed, through at least June 30, 2012, to waive advisory fees and/or reimburse expenses of all units to the extent necessary to limit the Fund’s expenses (excluding certain items discussed below) to 0.52% of average daily net assets. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the Fund’s expenses to exceed the limit reflected above: (1) interest; (2) taxes; (3) dividend expense on short sales; (4) extraordinary or non-routine items; and (5) expenses that the Fund has incurred but did not actually pay because of an expense offset arrangement. Unless the Board of Managing General Partners and Invesco mutually agree to amend or continue the fee waiver agreement, it will terminate on June 30, 2012.
  Further, the Adviser has contractually agreed, through at least June 30, 2012, to waive the advisory fee payable by the Fund in an amount equal to 100% of the net advisory fees the Adviser receives from the affiliated money market funds on investments by the Fund of uninvested cash (excluding investments of cash collateral from securities lending) in such affiliated money market funds.
  For the six months ended June 30, 2011, the Adviser waived advisory fees of $1,298.
  The Fund has entered into a master administrative services agreement with Invesco pursuant to which the Fund has agreed to pay Invesco for certain administrative costs incurred in providing accounting services to the Fund. For the six months ended June 30, 2011, expenses incurred under these agreements are shown in the Statement of Operations as administrative services fees. Also, Invesco has entered into service agreements whereby State Street Bank and Trust Company (“SSB”) serves as the custodian and fund accountant and provides certain administrative services to the Fund.
  The Fund has entered into a transfer agency and service agreement with Invesco Investment Services, Inc. (“IIS”) pursuant to which the Fund has agreed to pay IIS a fee for providing transfer agency and shareholder services to the Fund and reimburse IIS for certain expenses incurred by IIS in the course of providing such services. For the six months ended June 30, 2011, expenses incurred under these agreements are shown in the Statement of Operations as transfer agent fees.
  For the six months ended June 30, 2011, the Fund paid legal fees of $6,336 for services rendered by Skadden, Arps, Slate, Meagher & Flom LLP, of which a Managing General Partner of the Fund was a partner of such firm and he and his law firm provided legal services as legal counsel to the Fund.
  At June 30, 2011, Van Kampen Funds Inc. and Van Kampen Exchange Corp. (both affiliates of the Adviser), as non-managing general partners of the Fund, owned 213 and 1,688 units of partnership interest, respectively.
 
NOTE 3—Additional Valuation Information
 
GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, under current market conditions. GAAP establishes a hierarchy that prioritizes the inputs to valuation methods giving the highest priority to readily available unadjusted quoted prices in an active market for identical assets (Level 1) and the lowest priority to significant unobservable inputs (Level 3) generally when market prices are not readily available or are unreliable. Based on the valuation inputs, the securities or other investments are tiered into one of three levels. Changes in valuation methods may result in transfers in or out of an investment’s assigned level:
    Level 1 — Prices are determined using quoted prices in an active market for identical assets.
    Level 2 — Prices are determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, yield curves, loss severities, default rates, discount rates, volatilities and others.
    Level 3 — Prices are determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund’s own assumptions about the factors market participants would use in determining fair value of the securities or instruments and would be based on the best available information.
 
10        Invesco Van Kampen Exchange Fund

 

  The following is a summary of the tiered valuation input levels, as of June 30, 2011. The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.
  During the six months ended June 30, 2011, there were no significant transfers between investment levels.
 
                                 
    Level 1   Level 2   Level 3   Total
 
Equity Securities
  $ 66,020,843     $ —     $ —     $ 66,020,843  
 
 
NOTE 4—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 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 may select securities for tender in redemptions based on tax or investment considerations. During the six months ended June 30, 2011, the Fund did not tender securities.
 
NOTE 5—Cash Balances
 
The Fund is permitted to temporarily carry a negative or overdrawn balance in its account with SSB, the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (1) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (2) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and Invesco, not to exceed the contractually agreed upon rate.
 
NOTE 6—Investment Securities
 
The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during the six months ended June 30, 2011 was $57,914 and $166,902, respectively. Cost of investments on a tax basis includes the adjustments for financial reporting purposes as of the most recently completed Federal income tax reporting period-end.
 
         
Unrealized Appreciation (Depreciation) of Investment Securities on a Tax Basis
 
Aggregate unrealized appreciation of investment securities
  $ 62,571,357  
 
Aggregate unrealized (depreciation) of investment securities
    (163,644 )
 
Net unrealized appreciation of investment securities
  $ 62,407,713  
 
Cost of investments for tax purposes is $3,613,130.
 
11        Invesco Van Kampen Exchange Fund

 

Approval of Investment Advisory and Sub-Advisory Contracts
 
 
The Board of Managing General Partners (the Board) of Invesco Van Kampen Exchange Fund (the Fund) is required under the Investment Company Act of 1940, as amended, to approve annually the renewal of the investment advisory agreement with Invesco Advisers, Inc. (Invesco Advisers) and the Master Intergroup Sub-Advisory Contract (the sub-advisory contracts) with Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Canada Ltd. (collectively, the Affiliated Sub-Advisers). During contract renewal meetings held on May 17, 2011, the Board as a whole, and the disinterested or “independent” Managing General Partners, who comprise more than 75% of the Board, voting separately, approved the continuance of the Fund’s investment advisory agreement and the sub-advisory contracts for another year. In doing so, the Board considered the process that it follows in reviewing and approving the Fund’s investment advisory agreement and sub-advisory contracts and the information that it is provided. The Board determined that the Fund’s investment advisory agreement and the sub-advisory contracts are in the best interests of the Fund and its shareholders and the compensation to Invesco Advisers and the Affiliated Sub-Advisers under the agreements is fair and reasonable.
 
The Board’s Fund Evaluation Process
The Board, acting directly and through its committees, meets throughout the year to review the performance of the Invesco Van Kampen funds. Over the course of each year, the Board, acting directly and through its committees, meets with portfolio managers for the funds and other members of management to review the performance, investment objective(s), policies, strategies and limitations and investment risks of the funds. The Board meets regularly and at designated contract renewal meetings each year to conduct a review of the performance, fees, expenses and other matters related to the funds.
  During the contract renewal process, the Managing General Partners receive comparative performance and fee data regarding the funds prepared by Invesco Advisers and an independent company, Lipper, Inc. (Lipper). The independent Managing General Partners are assisted in their annual evaluation of the funds’ investment advisory agreements by fund counsel.
  In evaluating the fairness and reasonableness of the Fund’s investment advisory agreement and sub-advisory contracts, the Board considered, among other things, the factors discussed below. The Managing General Partners recognized that the advisory fees for the Invesco Van Kampen funds reflect the results of years of review and negotiation between the Managing General Partners and Van Kampen Asset Management, the funds’ predecessor investment adviser. The Managing General Partners’ deliberations and conclusions in a particular year may be based in part on their deliberations and conclusions regarding these same arrangements throughout the year and in prior years. The Board noted the willingness of Invesco Advisers personnel to engage in open and candid discussions with the Board. One Managing General Partner may have weighed a particular piece of information differently than another Managing General Partner.
  The discussion below is a summary of the Board’s evaluation with respect to the Fund’s investment advisory agreement as well as a discussion of the material factors and related conclusions that formed the basis for the Board’s approval of the Fund’s investment advisory agreement and sub-advisory contracts. Unless otherwise stated, this information is current as of May 17, 2011, and may not reflect consideration of factors that became known to the Board after that date, including, for example, changes to the Fund’s performance, advisory fees, expense limitations and/or fee waivers.
 
Factors and Conclusions
 
A.  Nature, Extent and Quality of Services Provided by Invesco Advisers and the Affiliated Sub-Advisers
The Board reviewed the advisory services provided to the Fund by Invesco Advisers under the Fund’s investment advisory agreement, the performance of Invesco Advisers in providing these services, and the credentials and experience of the officers and employees of Invesco Advisers who provide these services. Based on their meetings throughout the year with the Fund’s portfolio managers, the Board concluded that these individuals are competent and able to continue to carry out their responsibilities under the Fund’s investment advisory agreement or sub-advisory contracts, as applicable. The Board’s review of the qualifications of Invesco Advisers to provide advisory services included the Board’s consideration of Invesco Advisers’ performance and investment process oversight, independent credit analysis and investment risk management.
  In determining whether to continue the Fund’s investment advisory agreement, the Board considered the prior relationship between Invesco Advisers (and previously Van Kampen Asset Management) and the Fund, as well as the Board’s knowledge of Invesco Advisers’ operations, and concluded that it is beneficial to maintain the current relationship, in part, because of such knowledge. The Board also considered services that Invesco Advisers and its affiliates provide to the Invesco Van Kampen funds such as various back office support functions, internal audit and legal and compliance. The Board concluded that the nature, extent and quality of the services provided to the Fund by Invesco Advisers are appropriate and satisfactory and the advisory services are provided in accordance with the terms of the Fund’s investment advisory agreement.
  The Board reviewed the services provided by the Affiliated Sub-Advisers under the sub-advisory contracts and the credentials and experience of the officers and employees of the Affiliated Sub-Advisers who provide these services. The Board concluded that the sub-advisory contracts benefit the Fund and its shareholders by permitting Invesco Advisers to use the resources and talents of the Affiliated Sub-Advisers in managing the Fund. The Board concluded that the nature, extent and quality of the services provided by the Affiliated Sub-Advisers are appropriate and satisfactory and in accordance with the terms of the Fund’s sub-advisory contracts.
 
B.  Fund Performance
The Board considered Fund performance as a relevant factor in considering whether to approve the investment advisory agreement. The Board did not view Fund performance as a relevant factor in considering whether to approve the sub-advisory contracts for the Fund, as no Affiliated Sub-Adviser currently manages assets of the Fund.
  The Board compared the Fund’s performance during the past one, three and five calendar years to the performance of funds in the Fund’s Lipper performance universe and against the Lipper Large Cap Core Index. The Board noted that the Fund’s performance was in the first quintile of its performance universe for the one, three, five and ten year periods (the first quintile being the best performing funds and the fifth quintile being the worst performing funds). The Board noted that the Fund’s performance was above the performance of the Lipper Large Cap Core Index for the one, three, five and ten year periods. When considering a fund’s performance, the Board places emphasis on trends and longer term returns.
 
C.  Advisory and Sub-Advisory Fees and Fee Waivers
The Board compared the Fund’s contractual advisory fee rate to the contractual advisory fee rates of
 
12        Invesco Van Kampen Exchange Fund

 

funds in the Fund’s Lipper expense group at a common asset level. The Board noted that the Fund’s contractual advisory fee rate was below the median contractual advisory fee rate of funds in its expense group. The Board also reviewed the methodology used by Lipper in providing expense group information, which includes using audited financial data from the most recent annual report of each fund in the expense group that was publicly available as of the end of the past calendar year and including only one fund per investment adviser. The Board noted that comparative data is as of varying dates, which may affect the comparability of data during times of market volatility.
  The Board also compared the Fund’s effective fee rate (the advisory fee after advisory fee waivers and before expense limitations/waivers) to the advisory fee rates of other funds advised by Invesco Advisers and its affiliates with investment strategies comparable to those of the Fund. The Board reviewed not only the advisory fees but other fees and expenses (whether paid to Invesco Advisers, its affiliates or others) and the Fund’s overall expense ratio.
  The Board also considered the fees charged by Invesco Advisers and the Affiliated Sub-Advisers to other client accounts with investment strategies comparable to those of the Fund. The Board noted that Invesco Advisers or the Affiliated Sub-Advisers may charge lower fees to large institutional clients solely for investment management services. Invesco Advisers reviewed with the Board the significantly greater scope of services it provides to the Invesco Van Kampen funds relative to other client accounts. These additional services include provision of administrative services, officers and office space, oversight of service providers, preparation of shareholder reports, preparation of financial information and regulatory compliance under the Investment Company Act of 1940, as amended, including preparation for, coordinating the solicitation of proxies for, and conducting annual shareholder meetings. The Board noted that sub-advisory fees charged by the Affiliated Sub-Advisers to manage the Invesco Funds and to manage other client accounts were often more comparable. The Board concluded that the aggregate services provided to the Fund were sufficiently different from those provided to institutional clients, and the Board did not place significant weight on these fee comparisons.
  The Board noted that Invesco Advisers has contractually agreed to waive fees and/or limit expenses of the Fund through at least June 30, 2012 in an amount necessary to limit total annual operating expenses to a specified percentage of average daily net assets of the Fund. The Board also considered the effect this fee waiver would have on the Fund’s total estimated expenses.
  The Board also considered the services provided by the Affiliated Sub-Advisers pursuant to the sub-advisory contracts, as well as the allocation of fees between Invesco Advisers and the Affiliated Sub-Advisers pursuant to the sub-advisory contracts. The Board noted that Invesco Advisers provides services to sub-advised Invesco Van Kampen funds, including oversight of the Affiliated Sub-Advisers as well as the additional services described above other than day-to-day portfolio management. The Board also noted that the sub-advisory fees have no direct effect on the Fund or its shareholders, as they are paid by Invesco Advisers to the Affiliated Sub-Advisers.
  Based upon the information and considerations described above, the Board concluded that the Fund’s advisory and sub-advisory fees are fair and reasonable.
 
D.  Economies of Scale and Breakpoints
The Board considered the extent to which there are economies of scale in the provision of advisory services to the Fund. The Board noted that although the Fund does not benefit from economies of scale through contractual breakpoints, the Fund does share directly in economies of scale through lower fees charged by third party service providers based on the combined size of the Invesco Van Kampen funds and other clients advised by Invesco Advisers.
 
E.  Profitability and Financial Resources
The Board reviewed information from Invesco Advisers concerning the costs of the advisory and other services that Invesco Advisers and its affiliates provide to the Fund and the profitability of Invesco Advisers and its affiliates in providing these services. The Board reviewed with Invesco Advisers the methodology used to prepare the profitability information. The Board considered the profitability of Invesco Advisers in connection with managing the Fund and the Invesco Van Kampen funds. The Board noted that Invesco Advisers continues to operate at a net profit from services Invesco Advisers and its subsidiaries provide to the Fund and the Invesco Van Kampen funds. The Board concluded that the level of profits realized by Invesco Advisers and its affiliates from providing services to the Fund is not excessive given the nature, quality and extent of the services provided to the Invesco Funds. The Board considered whether Invesco Advisers and each Affiliated Sub-Adviser are financially sound and have the resources necessary to perform their obligations under the investment advisory agreement and sub-advisory contracts. The Board concluded that Invesco Advisers and each Affiliated Sub-Adviser have the financial resources necessary to fulfill these obligations.
 
F.  Collateral Benefits to Invesco Advisers and its Affiliates
The Board considered various other benefits received by Invesco Advisers and its affiliates from the relationship with the Fund, including the fees received for their provision of administrative services, transfer agency services and distribution services to the Fund. The Board considered the performance of Invesco Advisers and its affiliates in providing these services and the organizational structure employed to provide these services. The Board also considered that the services are required for the operation of the Fund; that Invesco Advisers and its affiliates can provide services, the nature and quality of which are at least equal to those provided by others offering the same or similar services; and that the fees for such services are fair and reasonable in light of the usual and customary charges by others for services of the same nature and quality.
  The Board considered that the Fund’s uninvested cash and cash collateral from any securities lending arrangements may be invested in money market funds advised by Invesco Advisers pursuant to procedures approved by the Board. The Board noted that Invesco Advisers receives advisory fees from these affiliated money market funds attributable to such investments, although Invesco Advisers has contractually agreed to waive through varying periods the advisory fees payable by the Invesco Van Kampen Funds. The waiver is in an amount equal to 100% of the net advisory fee Invesco Advisers receives from the affiliated money market funds with respect to the Fund’s investment in the affiliated money market funds of uninvested cash, but not cash collateral. The Board concluded that the Fund’s investment of uninvested cash and cash collateral from any securities lending arrangements in the affiliated money market funds is in the best interests of the Fund and its shareholders.
 
13        Invesco Van Kampen Exchange Fund

 

Proxy Results
 
 
An Annual Meeting (“Meeting”) of Partners of Invesco Van Kampen Exchange Fund was held on Friday, June 17, 2011. The Meeting was held for the following purpose:
 
(1)  Elect eleven Managing General Partners, each of whom will serve until the next annual meeting of Partners or until a successor is duly elected and qualified.
 
The results of the voting on the above matters were as follows:
 
                                     
            Votes
 		       
    Matter   Votes For   Withheld        
         
(1)
  David C. Arch     120,422       2,457                  
    Jerry D. Choate     120,422       2,457                  
    Rodney Dammeyer     120,422       2,457                  
    Linda Hutton Heagy     120,422       2,457                  
    R. Craig Kennedy     120,422       2,457                  
    Howard J Kerr     120,422       2,457                  
    Colin D. Meadows     120,422       2,457                  
    Jack E. Nelson     120,422       2,457                  
    Hugo F. Sonnenschein     120,422       2,457                  
    Wayne W. Whalen     120,422       2,457                  
    Suzanne H. Woolsey     120,422       2,457                  
                                     
                                     
            Votes
 		      Broker
        Votes For   Against   Abstentions   Non-Votes
 
(2)
  To ratify changing the name of the Fund to Invesco Van Kampen Exchange Fund     120,147       -0-       2,731       -0-  
 
14        Invesco Van Kampen Exchange Fund

 

(GRAPHIC)
 
Invesco mailing information
Send general correspondence to Invesco Investment Services, Inc., P.O. Box 219078, Kansas City, MO 64121-9078.
 
Invesco privacy policy
You share personal and financial information with us that is necessary for your transactions and your account records. We take very seriously the obligation to keep that information confidential and private.
      Invesco collects nonpublic personal information about you from account applications or other forms you complete and from your transactions with us or our affiliates. We do not disclose information about you or our former customers to service providers or other third parties except to the extent necessary to service your account and in other limited circumstances as permitted by law. For example, we use this information to facilitate the delivery of transaction confirmations, financial reports, prospectuses and tax forms.
      Even within Invesco, only people involved in the servicing of your accounts and compliance monitoring have access to your information. To ensure the highest level of confidentiality and security, Invesco maintains physical, electronic and procedural safeguards that meet or exceed federal standards. Special measures, such as data encryption and authentication, apply to your communications with us on our website. More detail is available to you at invesco.com/privacy.
 
Important notice regarding delivery of security holder documents
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). Mailing of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please contact Invesco Investment Services, Inc. at 800 959 4246 or contact your financial institution. We will begin sending you individual copies for each account within 30 days after receiving your request.
 
Fund holdings and proxy voting information
The Fund provides a complete list of its holdings four times in each fiscal year, at the quarter-ends. For the second and fourth quarters, the lists appear in the Fund’s semiannual and annual reports to shareholders. For the first and third quarters, the Fund files the lists with the Securities and Exchange Commission (SEC) on Form N-Q. Shareholders can also look up the Fund’s Forms N-Q on the SEC website at sec.gov. Copies of the Fund’s Forms N-Q may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. You can obtain information on the operation of the Public Reference Room, including information about duplicating fee charges, by calling 202 551 8090 or 800 732 0330, or by electronic request at the following email address: publicinfo@sec.gov. The SEC file number for the Fund is 811-02611.
      A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, from our Client Services department at 800 959 4246 or at invesco.com/proxyguidelines. The information is also available on the SEC website, sec.gov.
      Information regarding how the Fund voted proxies related to its portfolio securities during the 12 months ended June 30, 2011, is available at invesco.com/proxysearch. In addition, this information is available on the SEC website, sec.gov.
      Invesco Advisers, Inc. is an investment adviser; it provides investment advisory services to individual and institutional clients and does not sell securities. Invesco Distributors, Inc. is the U.S. distributor for Invesco Ltd.’s retail mutual funds, exchange-traded funds and institutional money market funds. Both are wholly owned, indirect subsidiaries of Invesco Ltd.
(INVESCO LOGO)
         
VK-EXCH-AR-1
  Invesco Distributors, Inc.

 

 

ITEM 2.   CODE OF ETHICS.
      There were no amendments to the Code of Ethics (the “Code”) that applies to the Registrant’s Principal Executive Officer (“PEO”) and Principal Financial Officer (“PFO”) during the period covered by the report. The Registrant did not grant any waivers, including implicit waivers, from any provisions of the Code to the PEO or PFO during the period covered by this report.
ITEM 3.   AUDIT COMMITTEE FINANCIAL EXPERT.
      Not applicable.
ITEM 4.   PRINCIPAL ACCOUNTANT FEES AND SERVICES.
      Not applicable.
ITEM 5.   AUDIT COMMITTEE OF LISTED REGISTRANTS.
      Not applicable.
ITEM 6.   SCHEDULE OF INVESTMENTS.
      Investments in securities of unaffiliated issuers is included as part of the reports to stockholders filed under Item 1 of this Form.
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.
      None.
ITEM 11.   CONTROLS AND PROCEDURES.
(a)   As of June 10, 2011, an evaluation was performed under the supervision and with the participation of the officers of the Registrant, including the Principal Executive Officer (“PEO”) and Principal Financial Officer (“PFO”), to assess the effectiveness of the Registrant’s disclosure controls and procedures, as that term is defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”), as amended. Based on that evaluation, the Registrant’s officers, including the PEO and PFO, concluded that, as of June 10, 2011, the Registrant’s disclosure controls and procedures were reasonably designed to ensure: (1) that information required to be disclosed by the Registrant on Form N-CSR is recorded,

 

 

    processed, summarized and reported within the time periods specified by the rules and forms of the Securities and Exchange Commission; and (2) that material information relating to the Registrant is made known to the PEO and PFO as appropriate to allow timely decisions regarding required disclosure.
(b)   There have been no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of the period covered by the report that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.
ITEM 12.   EXHIBITS.
12(a) (1)   Not applicable.
12(a) (2)   Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.
12(a) (3)   Not applicable.
12(b)   Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(b) under the Investment Company Act of 1940.

 

 

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Registrant:      Invesco Van Kampen Exchange Fund
         
     
  By:   /s/ Colin D. Meadows    
    Colin D. Meadows   
    Principal Executive Officer   
 
Date: September 2, 2011
Pursuant to the requirements of the Securities and Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
         
     
  By:   /s/ Colin D. Meadows    
    Colin D. Meadows   
    Principal Executive Officer   
 
Date: September 2, 2011
         
     
  By:   /s/ Sheri Morris    
    Sheri Morris   
    Principal Financial Officer   
 
Date: September 2, 2011

 

 

EXHIBIT INDEX
12(a) (1)   Not applicable.
12(a) (2)   Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.
12(a) (3)   Not applicable.
12(b)   Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(b) under the Investment Company Act of 1940.