-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KGnRD11vtTElfODjgFdTE0JP3XDOKbNmk0H5OL5xYHJMTrQdjSsXZJFi/sD50FEf b7SFf6iAI5aS4rV6o/HhOQ== 0000950131-96-004203.txt : 19960830 0000950131-96-004203.hdr.sgml : 19960830 ACCESSION NUMBER: 0000950131-96-004203 CONFORMED SUBMISSION TYPE: N-30D PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960630 FILED AS OF DATE: 19960829 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN CAPITAL EXCHANGE FUND CENTRAL INDEX KEY: 0000005100 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 741908071 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-30D SEC ACT: 1940 Act SEC FILE NUMBER: 811-02611 FILM NUMBER: 96622669 BUSINESS ADDRESS: STREET 1: 2800 POST OAK BLVD STREET 2: 46TH FL CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 7139930500 MAIL ADDRESS: STREET 1: 2800 POST OAK BLVD STREET 2: 46TH FL CITY: HOUSTON STATE: TX ZIP: 77056 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN GENERAL EXCHANGE FUND DATE OF NAME CHANGE: 19831101 N-30D 1 EXCHANGE FUND SEMI-ANNUAL REPORT TABLE OF CONTENTS Letter to Shareholders...................... 1 Portfolio of Investments.................... 3 Statement of Assets and Liabilities......... 5 Statement of Operations..................... 6 Statement of Changes in Net Assets.......... 7 Financial Highlights........................ 8 Notes to Financial Statements............... 9
EXCH SAR 8/96 LETTER TO SHAREHOLDERS DENNIS J. MCDONNELL AND DON G. POWELL August 15, 1996 Dear Shareholder, The economy demonstrated an acceleration in growth during the six-month re- porting period. After an anemic 0.3 percent growth rate in the last quarter of 1995, GDP (the nation's gross domestic product) rose by 2.0 percent in this year's first quarter. And, as anticipated, 4.2 percent in the second quarter. The strengthening economic growth was spurred by consumer spending, as retail sales rose more than 5 percent in the first five months of this year versus the comparable 1995 period. This brisk activity generated new fears of inflation, which had been running at about 3 percent for several years. Investors began to suspect that the Federal Reserve might tighten monetary policy in order to ward off inflation. During most of the first half of the year, interest rates on intermediate and long-term bonds rose steadily. However, the stock market was relatively strong for most of the period, with most major market averages posting all-time highs. The Dow Jones Industrial Average rose 10.9 percent from 5095 to 5654, and the NASDAQ Composite Index rose 12.6 percent from 1052 to 1185. Corporate earnings, which were an important contributor to last year's strong stock market, continued to move ahead during the period. Unexpectedly strong economic activity helped lift reported profits above expectations for the peri- od. Through the rest of 1996, we expect earnings will be supportive, but per- haps not the primary factor in the movement of the major stock market averages. PERFORMANCE SUMMARY For the six-month period ended June 30, 1996, the Van Kampen American Capital Exchange Fund (a California Limited Partnership), generated a total return at net asset value of 10.36 percent. The Fund's return reflects an increase in net asset value per share from $151.88 on December 31, 1995 to $166.94 on June 30, 1996. By comparison, the Standard & Poor's 500-Stock Index produced a total re- turn of 10.08 percent for the same period. The index is a broad-based, unman- aged index that reflects the general performance of the stock market. It does not reflect any commissions or fees that would be paid by an investor purchas- ing the securities it represents. The Fund remains closed to new investors, and the portfolio continues to maintain a large portion of its assets in technology and pharmaceutical stocks. Some of the Fund's specific holdings include Intel, a manufacturer of semicon- ductors and Alco Standard, an office and paper products distribution company. Continued on page two 1 OUTLOOK We anticipate that reasonably strong economic growth will continue during the balance of 1996, albeit at more moderate rates than the second quarter's swift pace. While we expect rates of inflation to remain near current levels, the Fed may begin to lean toward greater restraint in monetary policy in the coming months. That suggests an upward bias for short-term interest rates and for yields on long-term bonds to remain in a trading range around current levels. It appears investors are taking a cautious approach to the stock market. We do not anticipate a major market correction, but we do foresee a fairly flat market trend for the remainder of 1996. In this type of market environment, in- dividual stock selection--choosing what we feel may benefit the Fund most in each sector--becomes increasingly important. CORPORATE NEWS As you may be aware, an agreement was reached in late June for VK/AC Holding, Inc., the parent company of Van Kampen American Capital, Inc., to be acquired by Morgan Stanley Group Inc. While this announcement may appear commonplace in an ever-changing financial industry, we believe it represents an exciting op- portunity for shareholders of our investment products. With Morgan Stanley's global leadership in investment banking and asset man- agement and Van Kampen American Capital's reputation for competitive long-term performance and superior investor services, together we will offer a broader range of investment opportunities. The new ownership will not affect our commitment to pursuing excellence in all aspects of our business. And, we expect very little change in the way your mutual fund account is maintained and serviced. A proxy will be mailed to you shortly explaining the acquisition and asking for your vote of approval. Please read it carefully and return your response for inclusion in the shareholder vote. We value our relationship with you and look forward to communicating more details of this transaction, which is antic- ipated to be completed in November. Sincerely, LOGO LOGO Don G. Powell Dennis J. McDonnell Chairman President Van Kampen American Capital Van Kampen American Capital Asset Management, Inc. Asset Management, Inc. 2 PORTFOLIO OF INVESTMENTS June 30, 1996 (Unaudited) - --------------------------------------------------------------------------------
Number of Market Shares Description Value - -------------------------------------------------------------------------------- COMMON STOCK 98.5% CONSUMER DISTRIBUTION 7.9% 88,808 Alco Standard Corp....................................... $4,018,562 ---------- CONSUMER DURABLES 0.8% 13,677 Dana Corp................................................ 423,987 ---------- CONSUMER NON-DURABLES 7.3% 49,712 International Flavors & Fragrance Inc.................... 2,367,534 62,213 McCormick & Co Inc....................................... 1,376,463 ---------- 3,743,997 ---------- CONSUMER SERVICES 0.8% 17,912 Luby's Cafeterias Inc.................................... 420,932 ---------- ENERGY 15.3% 21,200 Amerada Hess Corp........................................ 1,136,850 12,800 Amoco Corp............................................... 926,400 11,406 Apache Corp.............................................. 374,972 25,634 Baker Hughes Inc......................................... 842,718 30,320 Dresser Industries Inc................................... 894,440 10,900 Kerr-McGee Corp.......................................... 663,537 20,131 Mobil Corp............................................... 2,257,188 *2,861 Oryx Energy Co........................................... 46,491 8,040 Schlumberger Ltd......................................... 677,370 ---------- 7,819,966 ---------- FINANCE 3.0% 9,882 American International Group Inc......................... 974,612 7,124 Household International Inc.............................. 541,424 ---------- 1,516,036 ---------- HEALTH CARE 23.0% 28,000 American Home Products Corp.............................. 1,683,500 5,000 Baxter International Inc................................. 236,250 54,432 Johnson & Johnson........................................ 2,694,384 25,188 Merck & Co Inc........................................... 1,627,774 51,304 Schering-Plough Corp..................................... 3,219,326 42,430 Warner Lambert Co........................................ 2,333,650 ---------- 11,794,884 ---------- PRODUCER MANUFACTURING 2.3% 6,264 Allied Signal Inc........................................ 357,831 12,831 Fluor Corp............................................... 838,827 ---------- 1,196,658 ----------
See Notes to Financial Statements 3 PORTFOLIO OF INVESTMENTS (CONTINUED) June 30, 1996 (Unaudited) - --------------------------------------------------------------------------------
Number of Market Shares Description Value - ------------------------------------------------------------------------------- RAW MATERIALS/PROCESSING INDUSTRIES 17.7% 54,545 Air Products & Chemicals Inc.......................... $ 3,149,974 25,136 Alcan Aluminium Ltd................................... 766,648 18,688 Georgia Pacific Corp.................................. 1,326,848 43,400 Loctite Corp.......................................... 2,018,100 30,000 Louisiana Pacific Corp................................ 663,750 37,620 Lubrizol Corp......................................... 1,142,708 ----------- 9,068,028 ----------- TECHNOLOGY 20.4% 20,000 General Signal Corp................................... 757,500 126,464 Intel Corp............................................ 9,287,200 3,754 International Business Machines Corp.................. 371,646 ----------- 10,416,346 ----------- TOTAL COMMON STOCK (Cost $7,831,098).................. 50,419,396 ----------- Par Amount -------- COMMERCIAL PAPER 1.4% $715,000 General Electric Capital Corp, 5.563%, 07/01/96 (Cost $714,669)............................................. 714,669 ----------- TOTAL INVESTMENTS (Cost $8,545,767) 99.9%........................ 51,134,065 OTHER ASSETS AND LIABILITIES, NET 0.1%........................... 32,794 ----------- NET ASSETS 100%.................................................. $51,166,859 -----------
*Non-income producing security See Notes to Financial Statements 4 STATEMENT OF ASSETS AND LIABILITIES June 30, 1996 (Unaudited) - -------------------------------------------------------------------------------- ASSETS Investments, at market value (Cost $8,545,767).................... $51,134,065 Cash.............................................................. 1,783 Dividends receivable.............................................. 79,818 Other assets...................................................... 173,339 ----------- Total Assets..................................................... 51,389,005 ----------- LIABILITIES Trustee retirement plan........................................... 161,366 Due to Adviser.................................................... 21,706 Due to auditors................................................... 7,000 Payable for fund shares redeemed.................................. 5,457 Due to legal counsel.............................................. 3,000 Due to custodian.................................................. 2,925 Dividends payable................................................. 2,345 Due to other accounting services.................................. 2,300 Accrued expenses.................................................. 16,047 ----------- Total Liabilities................................................ 222,146 ----------- NET ASSETS, equivalent to $166.94 per unit on 306,499 units of partnership interest outstanding................................. $51,166,859 ----------- NET ASSETS WERE COMPRISED OF: 302,529 units of limited partnership interest..................... $50,504,135 3,506 units of non-managing general partnership interest.......... 585,303 464 units of managing general partnership interest................ 77,421 ----------- NET ASSETS........................................................ $51,166,859 -----------
See Notes to Financial Statements 5 STATEMENT OF OPERATIONS Six Months Ended June 30, 1996 (Unaudited) - -------------------------------------------------------------------------------- INVESTMENT INCOME Dividends........................................................... $ 451,509 Interest............................................................ 18,781 ---------- Total income....................................................... 470,290 ---------- EXPENSES Management fees..................................................... 125,363 Managing general partners' fees and expenses........................ 27,850 Shareholder service agent's fees and expenses....................... 8,155 Accounting services................................................. 40,357 Audit fees.......................................................... 7,500 Custodian fees...................................................... 4,946 Legal fees.......................................................... 14,415 Reports to partners................................................. 13,692 Miscellaneous....................................................... 1,868 ---------- Total expenses..................................................... 244,146 ---------- NET INVESTMENT INCOME............................................... 226,144 ---------- REALIZED AND UNREALIZED GAIN ON SECURITIES Net realized gain on securities..................................... 974,284 Net unrealized appreciation of securities during the period......... 3,680,044 ---------- NET REALIZED AND UNREALIZED GAIN ON SECURITIES...................... 4,654,328 ---------- INCREASE IN NET ASSETS RESULTING FROM OPERATIONS.................... $4,880,472 ----------
See Notes to Financial Statements 6 STATEMENT OF CHANGES IN NET ASSETS (Unaudited) - --------------------------------------------------------------------------------
Six Months Ended Year Ended June 30, December 31, 1996 1995 - -------------------------------------------------------------------------------- NET ASSETS, beginning of period..................... $47,754,672 $37,739,070 ----------- ----------- OPERATIONS Net investment income.............................. 226,144 516,078 Net realized gain on securities.................... 974,284 993,874 Net unrealized appreciation of securities during the period........................................ 3,680,044 10,576,351 ----------- ----------- Increase in net assets resulting from operations... 4,880,472 12,086,303 ----------- ----------- DISTRIBUTIONS TO PARTNERS FROM NET INVESTMENT INCOME.............................................. (198,535) (408,602) ----------- ----------- PARTNERSHIP UNIT TRANSACTIONS Proceeds from units issued for distributions reinvested......................................... 26,945 51,670 Cost of units redeemed............................. (1,296,695) (1,713,769) ----------- ----------- Decrease in net assets resulting from partnership unit transactions.................................. (1,269,750) (1,662,099) ----------- ----------- INCREASE IN NET ASSETS.............................. 3,412,187 10,015,602 ----------- ----------- NET ASSETS, end of period (including undistributed net investment income of $2,397,177 and $2,369,568)........................................ $51,166,859 $47,754,672 ----------- ----------- CHANGE IN PARTNERSHIP UNITS OUTSTANDING Units issued for distributions reinvested........... 169 377 Units redeemed...................................... (8,085) (13,104) ----------- ----------- Decrease in partnership units outstanding.......... (7,916) (12,727) ----------- -----------
See Notes to Financial Statements 7 FINANCIAL HIGHLIGHTS Selected data for a unit of partnership interest outstanding throughout each of the periods indicated. (Unaudited) - --------------------------------------------------------------------------------
Six Months Ended June Year ended December 31(/1/) 30, ------------------------------------------- 1996(/1/) 1995 1994 1993 1992 1991 - --------------------------------------------------------------------------------- PER SHARE OPERATING PERFORMANCE Net asset value, beginning of period..... $151.88 $115.36 $111.32 $104.40 $101.56 $ 80.29 ------- ------- ------- ------- ------- ------- INCOME FROM INVESTMENT OPERATIONS Investment income...... 1.51 2.85 2.62 2.49 2.48 2.56 Expenses............... (.78) (1.23) (1.00) (1.00) (.88) (.755) ------- ------- ------- ------- ------- ------- Net investment income... .73 1.62 1.62 1.49 1.60 1.805 Net realized and unrealized gain on securities............. 14.97 36.18 3.70 6.71 2.83 21.515 ------- ------- ------- ------- ------- ------- Total from investment operations.............. 15.70 37.80 5.32 8.20 4.43 23.32 ------- ------- ------- ------- ------- ------- LESS DISTRIBUTIONS FROM Net investment income.. (.64) (1.28) (1.28) (1.28) (1.59) (1.77) Taxable net realized capital gain.......... -- -- -- -- -- (.28) ------- ------- ------- ------- ------- ------- Total distributions..... (.64) (1.28) (1.28) (1.28) (1.59) (2.05) ------- ------- ------- ------- ------- ------- Net asset value, end of period.................. $166.94 $151.88 $115.36 $111.32 $104.40 $101.56 ------- ------- ------- ------- ------- ------- TOTAL RETURN ........... 10.36% 32.89% 4.82% 7.91% 4.42% 29.39% RATIOS/SUPPLEMENTAL DATA Net assets, end of period (millions)....... $51.2 $47.8 $37.7 $38.5 $38.7 $42.0 Average net assets (millions).............. $50.1 $44.4 $37.6 $38.9 $40.0 $38.6 Ratios to average net assets (annualized) Expenses............... .97% .88% .89% .93% .87% .83% Net investment income.. .90% 1.16% 1.45% 1.38% 1.59% 1.98% Portfolio turnover rate. 0% 0% 0% 0% 0% 0%
(1) Based on average shares outstanding. See Notes to Financial Statements 8 NOTES TO FINANCIAL STATEMENTS (Unaudited) - -------------------------------------------------------------------------------- NOTE 1--SIGNIFICANT ACCOUNTING POLICIES Van Kampen American Capital Exchange Fund, a California limited partnership (the "Fund"), is a partnership registered under the Investment Company Act of 1940, as amended, as a diversified, open-end management investment company. The Fund seeks capital appreciation in a portfolio of common stock. The following is a summary of the significant accounting policies consist- ently followed by the Fund in the preparation of its financial statements. The preparation of financial statements in conformity with generally accepted ac- counting principles requires management to make estimates and assumptions that affect the amounts reported. Actual amounts may differ from the estimates. A. INVESTMENT VALUATIONS-Securities listed or traded on a national securities exchange are valued at the last sale price. Unlisted securities and listed se- curities for which the last sale price is not available are valued at the mean between the last reported bid and asked price. Short-term investments with a maturity of 60 days or less when purchased are valued at amortized cost, which approximates market value. Short-term invest- ments with a maturity of more than 60 days when purchased are valued based on market quotations until the remaining days to maturity becomes less than 61 days. From such time, until maturity, the investments are valued at amortized cost. B. REPURCHASE AGREEMENTS-A repurchase agreement is a short-term investment in which a Fund acquires ownership of a debt security and the seller agrees to re- purchase 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 American Capital Asset Management, Inc. (the "Adviser"), the daily ag- gregate of which is invested in repurchase agreements. Repurchase agreements are collateralized by the underlying debt securities. The Fund will make pay- ment 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 main- tain the value of the underlying security at not less than the repurchase pro- ceeds due the Fund. C. FEDERAL INCOME TAXES-The Fund has met the qualifications 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. D. INVESTMENT TRANSACTIONS AND RELATED INVESTMENT INCOME-Investment transac- tions are accounted for on the trade date. Realized gains and losses on invest- ments are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date. Interest income is accrued daily. 9 NOTES TO FINANCIAL STATEMENTS (CONTINUED) (Unaudited) - -------------------------------------------------------------------------------- E. DISTRIBUTIONS AND TAX ALLOCATIONS-Distributions to partners are recorded on the record date. Net investment income is allocated daily to each partner, rel- ative to the total number of units held. Capital gains or losses will be allo- cated equally among units outstanding on the day recognized. NOTE 2--MANAGEMENT FEES AND OTHER TRANSACTIONS WITH AFFILIATES The Adviser serves as the investment manager of the Fund. Management fees are calculated monthly, based on the average daily net assets of the Fund at an an- nual rate of .50%. Accounting services include the salaries and overhead expenses of the Fund's Chief Accounting Officer and the personnel operating under his direction. Charges are allocated among investment companies advised by the Adviser. For the period, these charges included $2,203 as the Fund's share of the employee costs attributable to the Fund's accounting officers. A portion of the account- ing services expense was paid to the Adviser in reimbursement of personnel, fa- cilities and equipment costs attributable to the provisions of accounting services to the Fund. The services provided by the Adviser are at cost. ACCESS Investor Services, Inc., an affiliate of the Adviser, serves as the Fund's shareholder service agent. These services are provided at cost plus a profit. For the period, the fees for such services were $7,500. Certain officers and managing general partners of the Fund are officers and directors of the Adviser and the shareholder service agent. The Adviser and Van Kampen American Capital Exchange Corp., as non-managing general partners of the Fund, owned 353 and 3,153 units of partnership inter- est, respectively, at the end of the period. NOTE 3--INVESTMENT ACTIVITY During the period, the proceeds from sales of investments, excluding short-term investments, aggregated $1,235,586 which were for securities returned to vari- ous partners as consideration for their partnership units redeemed by the Fund. Such transactions, resulting in a realized gain of $974,284 for financial re- porting purposes, are not considered taxable transactions for federal income tax purposes. There were no purchases during the period. 10 NOTES TO FINANCIAL STATEMENTS (CONTINUED) (Unaudited) - -------------------------------------------------------------------------------- For federal income tax purposes, the identified cost of investments owned at the end of the period was $3,841,331. Net unrealized appreciation of invest- ments aggregated $47,292,734, gross unrealized appreciation of investments ag- gregated $47,393,440 and gross unrealized depreciation of investments aggregated $100,706. NOTE 4--MANAGING GENERAL PARTNER COMPENSATION Managing general partners (the "Partners") of the Fund who are not affiliated with the Adviser are compensated by the Fund at the annual rate of $5,000 plus a fee of $750 per Board meeting attended. During the period, such fees aggre- gated $17,500. The 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. For the current Partners not affiliated with the Adviser, the annual retirement benefit payable per year for a ten year period is based upon the highest total annual compensation received in any of the three calendar years preceding retirement. Partners with more than five but less than ten years service at retirement will receive a prorated reduced benefit. Under the Plan, for the 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. Retirement plan expenses for the period aggregated $9,896. 11 FUNDS DISTRIBUTED BY VAN KAMPEN AMERICAN CAPITAL GLOBAL AND INTERNATIONAL Global Equity Fund Global Government Securities Fund Global Managed Assets Fund Short-Term Global Income Fund Strategic Income Fund EQUITY Growth Aggressive Growth Fund Emerging Growth Fund Enterprise Fund Pace Fund Growth & Income Balanced Fund Comstock Fund Equity Income Fund Growth and Income Fund Harbor Fund Real Estate Securities Fund Utility Fund FIXED INCOME Corporate Bond Fund Government Securities Fund High Income Corporate Bond Fund High Yield Fund Limited Maturity Government Fund Prime Rate Income Trust Reserve Fund U.S. Government Fund U.S. Government Trust for Income TAX-FREE California Insured Tax Free Fund Florida Insured Tax Free Income Fund High Yield Municipal Fund Insured Tax Free Income Fund Intermediate Term Municipal Income Fund Municipal Income Fund New Jersey Tax Free Income Fund New York Tax Free Income Fund Pennsylvania Tax Free Income Fund Tax Free High Income Fund Tax Free Money Fund Texas Tax Free Income Fund THE GOVETT FUNDS Emerging Markets Fund Global Income Fund International Equity Fund Latin America Fund Pacific Strategy Fund Smaller Companies Fund Ask your investment representative for a prospectus containing more complete information, including sales charges and expenses. Please read it carefully before you invest or send money. Or call us direct at 1-800-341-2911 weekdays from 7:00 a.m. to 7:00 p.m. Central time. 12 VAN KAMPEN AMERICAN CAPITAL EXCHANGE FUND (A California Limited Partnership) MANAGING GENERAL PARTNERS DONALD M. CARLTON STEPHEN RANDOLPH GROSS F. ROBERT PAULSEN DON G. POWELL ALAN B. SHEPARD, JR. OFFICERS DON G. POWELL Chairman and Chief Executive Officer DENNIS J. MCDONNELL Executive Vice President ALAN T. SACHTLEBEN Chief Investment Officer EDWARD C. WOOD, III Vice President and Chief Financial Officer CURTIS W. MORELL Vice President and Chief Accounting Officer WILLIAM BROWN RONALD A. NYBERG Vice Presidents JOHN L. SULLIVAN Treasurer TANYA M. LODEN Financial Officer NORI L. GABERT Principal Legal Officer and Secretary STEVEN HILL Assistant Treasurer M. ROBERT SULLIVAN Assistant Controller HUEY P. FALGOUT, JR. Legal Officer and Assistant Secretary INVESTMENT ADVISER VAN KAMPEN AMERICAN CAPITAL ASSET MANAGEMENT, INC. One Parkview Plaza Oakbrook Terrace, IL 60181 SHAREHOLDER SERVICE AGENT ACCESS INVESTOR SERVICES, INC. P.O. Box 418256 Kansas City, Missouri 64141-9256 CUSTODIAN STATE STREET BANK AND TRUST CO. 225 Franklin Street Boston, Massachusetts 02110 NON-MANAGING GENERAL PARTNERS VAN KAMPEN AMERICAN CAPITAL EXCHANGE CORP. 2800 Post Oak Blvd. Houston, Texas 77056 VAN KAMPEN AMERICAN CAPITAL ASSET MANAGEMENT, INC. 2800 Post Oak Blvd. Houston, Texas 77056 (c) Van Kampen American Capital Distributors, Inc., 1996 All rights reserved. SM denotes a service mark of Van Kampen American Capital Distributors, Inc. Nationally distributed by Van Kampen American Capital Distributors, Inc. 13 -----END PRIVACY-ENHANCED MESSAGE-----