POS AMI 1 c79542dposami.txt STATEMENT OF ADDITIONAL INFORMATION SUPPLEMENT DATED JULY 25, 2003 TO THE STATEMENT OF ADDITIONAL INFORMATION DATED APRIL 24, 2003 VAN KAMPEN EXCHANGE FUND The Statement of Additional Information is hereby supplemented as follows: The section entitled "ITEM 13. MANAGEMENT OF THE FUND." is hereby amended by deleting all managing general partner biographical information in its entirety and replacing it with the following: ITEM 13. MANAGEMENT OF THE FUND. 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 the Managing General Partners and their affiliations, if any, with Van Kampen Investments Inc. ("Van Kampen Investments"), Van Kampen Investment Advisory Corp. ("Advisory Corp."), Van Kampen Asset Management Inc. ("Asset Management"), Van Kampen Funds Inc. (the "Distributor"), Van Kampen Advisors Inc., Van Kampen Exchange Corp. and Van Kampen Investor Services Inc. ("Investor Services"). Advisory Corp. and Asset Management sometimes are referred to herein collectively as the "Advisers." The term "Fund Complex" includes each of the investment companies advised by the Advisers or their affiliates as of the date of this Statement of Additional Information. Managing General Partners serve one year terms or until their successors are duly elected and qualified. Executive Officers are annually elected by the Managing General Partners. INDEPENDENT MANAGING GENERAL PARTNERS
NUMBER OF FUNDS IN FUND COMPLEX TERM OF OVERSEEN OFFICE AND BY NAME, AGE AND ADDRESS POSITION(S) LENGTH OF MANAGING OTHER DIRECTORSHIPS OF INDEPENDENT MANAGING HELD WITH TIME PRINCIPAL OCCUPATION(S) GENERAL HELD BY MANAGING GENERAL PARTNER FUND SERVED DURING PAST 5 YEARS PARTNER GENERAL PARTNER David C. Arch (58) Managing + Chairman and Chief Executive 91 Trustee/Director/ Blistex Inc. General Officer of Blistex Inc., a Managing General 1800 Swift Drive Partner consumer health care products Partner of funds in Oak Brook, IL 60523 manufacturer. Former Director of the Fund Complex. the World Presidents Organization-Chicago Chapter. Director of the Heartland Alliance, a nonprofit organization serving human needs based in Chicago. J. Miles Branagan (71) Managing + Private investor. Co-founder, and 89 Trustee/Director/ 1632 Morning Mountain Road General prior to August 1996, Chairman, Managing General Raleigh, NC 27614 Partner Chief Executive Officer and Partner of funds in President, MDT Corporation (now the Fund Complex. known as Getinge/ Castle, Inc., a subsidiary of Getinge Industrier AB), a company which develops, manufactures, markets and services medical and scientific equipment.
NUMBER OF FUNDS IN FUND COMPLEX TERM OF OVERSEEN OFFICE AND BY NAME, AGE AND ADDRESS POSITION(S) LENGTH OF MANAGING OTHER DIRECTORSHIPS OF INDEPENDENT MANAGING HELD WITH TIME PRINCIPAL OCCUPATION(S) GENERAL HELD BY MANAGING GENERAL PARTNER FUND SERVED DURING PAST 5 YEARS PARTNER GENERAL PARTNER Jerry D. Choate (64) Managing + Prior to January 1999, Chairman 89 Trustee/Director/ 33971 Selva Road General and Chief Executive Officer of Managing General Suite 130 Partner the Allstate Corporation Partner of funds in Dana Point, CA 92629 ("Allstate") and Allstate the Fund Complex. Insurance Company. Prior to Director of Amgen January 1995, President and Chief Inc., a Executive Officer of Allstate. biotechnological Prior to August 1994, various company, and Director management positions at Allstate. of Valero Energy Corporation, an independent refining company. Rod Dammeyer (62) Managing + President of CAC, llc., a private 91 Trustee/Director/ CAC, llc. General company offering capital Managing General 4350 LaJolla Village Drive Partner investment and management Partner of funds in Suite 980 advisory services. Prior to July the Fund Complex. San Diego, CA 92122-6223 2000, Managing Partner of Equity Director of TeleTech Group Corporate Investment (EGI), Holdings Inc., a company that makes private Stericycle, Inc., investments in other companies. TheraSense, Inc., GATX Corporation, Arris Group, Inc. and Trustee of the University of Chicago Hospitals and Health Systems. Prior to May 2002, Director of Peregrine Systems Inc. Prior to February 2001, Vice Chairman and Director of Anixter International, Inc. and IMC Global Inc. Prior to July 2000, Director of Allied Riser Communications Corp., Matria Healthcare Inc., Transmedia Networks, Inc., CNA Surety, Corp. and Grupo Azcarero Mexico (GAM). Prior to April 1999, Director of Metal Management, Inc.
NUMBER OF FUNDS IN FUND COMPLEX TERM OF OVERSEEN OFFICE AND BY NAME, AGE AND ADDRESS POSITION(S) LENGTH OF MANAGING OTHER DIRECTORSHIPS OF INDEPENDENT MANAGING HELD WITH TIME PRINCIPAL OCCUPATION(S) GENERAL HELD BY MANAGING GENERAL PARTNER FUND SERVED DURING PAST 5 YEARS PARTNER GENERAL PARTNER Linda Hutton Heagy (55) Managing + Managing Partner of Heidrick & 89 Trustee/Director/ Heidrick & Struggles General Struggles, an executive search Managing General 233 South Wacker Drive Partner firm. Trustee on the University Partner of funds in Suite 7000 of Chicago Hospitals Board, Vice the Fund Complex. Chicago, IL 60606 Chair of the Board of the YMCA of Metropolitan Chicago and a member of the Women's Board of the University of Chicago. Prior to 1997, Partner of Ray & Berndtson, Inc., an executive recruiting firm. Prior to 1996, Trustee of The International House Board, a fellowship and housing organization for international graduate students. Prior to 1995, Executive Vice President of ABN AMRO, N.A., a bank holding company. Prior to 1992, Executive Vice President of La Salle National Bank. R. Craig Kennedy (51) Managing + Director and President of the 89 Trustee/Director/ 11 DuPont Circle, N.W. General German Marshall Fund of the Managing General Washington, D.C. 20016 Partner United States, an independent Partner of funds in U.S. foundation created to deepen the Fund Complex. 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. Howard J Kerr (67) Managing + Prior to 1998, President and 91 Trustee/Director/ 736 North Western Avenue General Chief Executive Officer of Managing General P.O. Box 317 Partner Pocklington Corporation, Inc., an Partner of funds in Lake Forest, IL 60045 investment holding company. the Fund Complex. Director of the Marrow Foundation Director of the Lake Forest Bank & Trust. Theodore A. Myers (72) Managing + Financial consultant. Trustee or 36 Director of Met Life 550 Washington Avenue General Managing General Partner of other Investors (formerly Glencoe, IL 60022 Partner funds in the Closed-End Fund known as COVA Complex. Prior to 1998, Senior Financial Life Financial Advisor (and, prior to Insurance). Prior to 1997, an Executive Vice 1997, Director of President, Chief Financial McLouth Steel. Officer and Director) of Qualitech Steel Corporation, a producer of high quality engineered steels for automotive, transportation and capital goods industries. Prior to 1997, member of the Arthur Andersen Chief Financial Officers' Advisory Committee.
NUMBER OF FUNDS IN FUND COMPLEX TERM OF OVERSEEN OFFICE AND BY NAME, AGE AND ADDRESS POSITION(S) LENGTH OF MANAGING OTHER DIRECTORSHIPS OF INDEPENDENT MANAGING HELD WITH TIME PRINCIPAL OCCUPATION(S) GENERAL HELD BY MANAGING GENERAL PARTNER FUND SERVED DURING PAST 5 YEARS PARTNER GENERAL PARTNER Jack E. Nelson (67) Managing + President of Nelson Investment 89 Trustee/Director/ 423 Country Club Drive General Planning Services, Inc., a Managing General Winter Park, FL 32789 Partner financial planning company and Partner of funds in registered investment adviser in the Fund Complex. the State of Florida. President of Nelson Ivest Brokerage Services Inc., a member of the NASD, 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. Hugo F. Sonnenschein (62) Managing + President Emeritus and Honorary 91 Trustee/Director/ 1126 E. 59th Street General Trustee of the University of Managing General Chicago, IL 60637 Partner Chicago and the Adam Smith Partner of funds in Distinguished Service Professor the Fund Complex. in the Department of Economics at Director of Winston the University of Chicago. Prior Laboratories, Inc. to July 2000, President of the University of Chicago. 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. Suzanne H. Woolsey (61) Managing + Chief Communications Officer of 89 Trustee/Director/ 2101 Constitution Ave., General the National Academy of Sciences/ Managing General N.W. Partner National Research Council, an Partner of funds in Room 285 independent, federally chartered the Fund Complex. Washington, D.C. 20418 policy institution, since 2001 Director of Neurogen and previously Chief Operating Corporation, a Officer from 1993 to 2001. pharmaceutical Director of the Institute for company, since Defense Analyses, a federally January 1998. funded research and development center, Director of the German Marshall Fund of the United States, and Trustee of Colorado College. 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.
INTERESTED MANAGING GENERAL PARTNERS*
NUMBER OF FUNDS IN FUND COMPLEX TERM OF OVERSEEN OFFICE AND BY NAME, AGE AND ADDRESS POSITION(S) LENGTH OF MANAGING OTHER DIRECTORSHIPS OF INTERESTED MANAGING HELD WITH TIME PRINCIPAL OCCUPATION(S) GENERAL HELD BY MANAGING GENERAL PARTNER FUND SERVED DURING PAST 5 YEARS PARTNER GENERAL PARTNER Mitchell M. Merin* (49) Managing + President and Chief Executive 89 Trustee/Director/ 1221 Avenue of the General Officer of funds in the Fund Managing General Americas Partner, Complex. Chairman, President, Partner of funds in New York, NY 10020 President Chief Executive Officer and the Fund Complex. and Chief Director of the Advisers and VK Executive Advisors Inc. since December Officer 2002. Chairman, President and Chief Executive Officer of Van Kampen Investments since December 2002. Director of Van Kampen Investments since December 1999. Chairman and Director of Van Kampen Funds Inc. since December 2002. President, Director and Chief Operating Officer of Morgan Stanley Investment Management since December 1998. President and Director since April 1997 and Chief Executive Officer since June 1998 of Morgan Stanley Investment Advisors Inc. and Morgan Stanley Services Company Inc. Chairman, Chief Executive Officer and Director of Morgan Stanley Distributors Inc. since June 1998. Chairman since June 1998, and Director since January 1998 of Morgan Stanley Trust. Director of various Morgan Stanley subsidiaries. President of the Morgan Stanley Funds since May 1999. Previously Chief Executive Officer of Van Kampen Funds Inc. from December 2002 to July 2003, Chief Strategic Officer of Morgan Stanley Investment Advisors Inc. and Morgan Stanley Services Company Inc. and Executive Vice President of Morgan Stanley Distributors Inc. from April 1997 to June 1998. Chief Executive Officer from September 2002 to April 2003 and Vice President from May 1997 to April 1999 of the Morgan Stanley Funds. Richard F. Powers, III* Managing + Advisory Director of Morgan 91 Trustee/Director/ (57) General Stanley. Prior to December 2002, Managing General 1 Parkview Plaza Partner Chairman, Director, President, Partner of funds in P.O. Box 5555 Chief Executive Officer and the Fund Complex. Oakbrook Terrace, IL 60181 Managing Director of Van Kampen Investments and its investment advisory, distribution and other subsidiaries. Prior to December 2002, President and Chief Executive Officer of funds in the Fund Complex. Prior to May 1998, Executive Vice President and Director of Marketing at Morgan Stanley and Director of Dean Witter, Discover & Co. and Dean Witter Realty. Prior to 1996, Director of Dean Witter Reynolds Inc.
NUMBER OF FUNDS IN FUND COMPLEX TERM OF OVERSEEN OFFICE AND BY NAME, AGE AND ADDRESS POSITION(S) LENGTH OF MANAGING OTHER DIRECTORSHIPS OF INTERESTED MANAGING HELD WITH TIME PRINCIPAL OCCUPATION(S) GENERAL HELD BY MANAGING GENERAL PARTNER FUND SERVED DURING PAST 5 YEARS PARTNER GENERAL PARTNER Wayne W. Whalen* (63) Managing + Partner in the law firm of 91 Trustee/Director/ 333 West Wacker Drive General Skadden, Arps, Slate, Meagher & Managing General Chicago, IL 60606 Partner Flom (Illinois), legal counsel to Partner of funds in funds in the Fund Complex. the Fund Complex.
------------------------------------ + The year of election is specified in the Fund's Statement of Additional Information except Messrs. J. Miles Branagan, Jerry D. Choate, Linda Hutton Heagy, R. Craig Kennedy, Mitchell M. Merin, Jack E. Nelson and Suzanne H. Woolsey who were elected to the Funds effective June 30, 2003. * Such Managing General Partner is an "interested person" (within the meaning of Section 2(a)(19) of the 1940 Act). Mr. Whalen is an interested person of certain funds in the Fund Complex by reason of his firm currently acting as legal counsel to such funds in the Fund Complex. Messrs. Merin and Powers are interested persons of funds in the Fund Complex and the Advisers by reason of their current or former positions with Morgan Stanley or its affiliates. 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 Stephen L. Boyd (62) Vice President ++ Managing Director of Global Research Investment Management. 2800 Post Oak Blvd. Vice President of funds in the Fund Complex. Prior to 45th Floor December 2002, Chief Investment Officer of Van Kampen Houston, TX 77056 Investments and President and Chief Operations Officer of the Advisers and Van Kampen Advisors Inc. Prior to May 2002, Executive Vice President and Chief Investment Officer of funds in the Fund Complex. Prior to May 2001, Managing Director and Chief Investment Officer of Van Kampen Investments, and Managing Director and President of the Advisers and Van Kampen Advisors Inc. Prior to December 2000, Executive Vice President and Chief Investment Officer of Van Kampen Investments, and President and Chief Operating Officer of the Advisers. Prior to April 2000, Executive Vice President and Chief Investment Officer for Equity Investments of the Advisers. Prior to October 1998, Vice President and Senior Portfolio Manager with AIM Capital Management, Inc. Prior to February 1998, Senior Vice President and Portfolio Manager of Van Kampen American Capital Asset Management, Inc., Van Kampen American Capital Investment Advisory Corp. and Van Kampen American Capital Management, Inc. Stefanie V. Chang (36) Vice President ++ Executive Director of Morgan Stanley Investment Management. Vice President of funds in the Fund Complex. Joseph J. McAlinden (60) Executive Vice ++ Managing Director and Chief Investment Officer of Morgan 1221 Avenue of the Americas President and Stanley Investment Advisors Inc., Morgan Stanley Investment New York, NY 10020 Chief Investment Management Inc. and Morgan Stanley Investments LP and Officer Director of Morgan Stanley Trust for over 5 years. Executive Vice President and Chief Investment Officer of funds in the Fund Complex. Managing Director and Chief Investment Officer of Van Kampen Investments, the Advisers and Van Kampen Advisors Inc. since December 2002.
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 John R. Reynoldson (50) Vice President ++ Executive Director and Portfolio Specialist of the Advisers 1 Parkview Plaza and Van Kampen Advisors Inc. Vice President of funds in the P.O. Box 5555 Fund Complex. Prior to July 2001, Principal and Co-head of Oakbrook Terrace, IL 60181 the Fixed Income Department of the Advisers and Van Kampen Advisors Inc. Prior to December 2000, Senior Vice President of the Advisers and Van Kampen Advisors Inc. Prior to May 2000, Senior Vice President of the investment grade taxable group for the Advisers. Prior to June 1999, Senior Vice President of the government securities bond group for Asset Management. Ronald E. Robison (64) Executive Vice ++ Chief Executive Officer and Chairman of Investor Services. 1221 Avenue of the Americas President and Executive Vice President and Principal Executive Officer of New York, NY 10020 Principal funds in the Fund Complex. Chief Global Operations Officer Executive and Managing Director of Morgan Stanley Investment Officer Management Inc. Managing Director of Morgan Stanley. Managing Director and Director of Morgan Stanley Investment Advisors Inc. and Morgan Stanley Services Company Inc. Chief Executive Officer and Director of Morgan Stanley Trust. Vice President of the Morgan Stanley Funds. A. Thomas Smith III (46) Vice President, ++ Managing Director of Morgan Stanley, Managing Director and 1221 Avenue of the Americas Principal Legal Director of Van Kampen Investments, Director of the New York, NY 10020 Officer and Advisers, Van Kampen Advisors Inc., the Distributor, Secretary Investor Services and certain other subsidiaries of Van Kampen Investments. Managing Director and General Counsel-Mutual Funds of Morgan Stanley Investment Advisors, Inc. Vice President and Secretary of funds in the Fund Complex. Prior to July 2001, Managing Director, General Counsel, Secretary and Director of Van Kampen Investments, the Advisers, the Distributor, Investor Services, and certain other subsidiaries of Van Kampen Investments. Prior to December 2000, Executive Vice President, General Counsel, Secretary and Director of Van Kampen Investments, the Advisers, Van Kampen Advisors Inc., the Distributor, Investor Services and certain other subsidiaries of Van Kampen Investments. Prior to January 1999, Vice President and Associate General Counsel to New York Life Insurance Company ("New York Life"), and prior to March 1997, Associate General Counsel of New York Life. Prior to December 1993, Assistant General Counsel of The Dreyfus Corporation. Prior to August 1991, Senior Associate, Willkie Farr & Gallagher. Prior to January 1989, Staff Attorney at the Securities and Exchange Commission, Division of Investment Management, Office of Chief Counsel. John L. Sullivan (47) Vice President, ++ Director and Managing Director of Van Kampen Investments, 1 Parkview Plaza Chief Financial the Advisers, Van Kampen Advisors Inc. and certain other P.O. Box 5555 Officer and subsidiaries of Van Kampen Investments. Vice President, Oakbrook Terrace, IL 60181 Treasurer Chief Financial Officer and Treasurer of funds in the Fund Complex. Head of Fund Accounting for Morgan Stanley Investment Management. Prior to December 2002, Executive Director of Van Kampen Investments, the Advisers and Van Kampen Advisors Inc.
------------------------------------ ++ The year of appointment (or election) is specified in each current Fund's Statement of Additional Information. RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE EXCH SPT SAI 7/03