Table of Contents OVERVIEW LETTER TO SHAREHOLDERS 1 ECONOMIC SNAPSHOT 2 PERFORMANCE SUMMARY PERFORMANCE OF A $10,000 INVESTMENT 4 RETURN HIGHLIGHTS 5 PORTFOLIO AT A GLANCE CREDIT QUALITY 7 TWELVE-MONTH DIVIDEND HISTORY 7 TOP FIVE INDUSTRIES 7 Q&A WITH YOUR PORTFOLIO MANAGERS 8 GLOSSARY OF TERMS 12 BY THE NUMBERS YOUR FUND'S INVESTMENTS 13 FINANCIAL STATEMENTS 24 NOTES TO FINANCIAL STATEMENTS 30 REPORT OF INDEPENDENT AUDITORS 40 VAN KAMPEN INVESTMENTS THE VAN KAMPEN FAMILY OF FUNDS 41 BOARD OF TRUSTEES AND IMPORTANT ADDRESSES 42 TRUSTEE AND OFFICER INFORMATION 43 You have a time-tested partner in Van Kampen. This report must be preceded or accompanied by a prospectus for the fund being offered. NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE OVERVIEW LETTER TO SHAREHOLDERS September 20, 2002 Dear Shareholder, Due to events in the markets and the well-publicized controversies surrounding certain companies, the recent months have been challenging for many investors. Against this backdrop, you may be re-evaluating your investments. In this regard, your financial advisor is a particularly valuable resource. Your advisor can help you review your current asset allocation and determine whether it remains appropriate for your goals, risk tolerance and time horizon. You also have a time-tested partner in Van Kampen. With roots extending to 1927, our legacy spans other market downturns and periods of uncertainty. While the causes of turbulence have changed, our generations of experience have taught us the enduring value of patience, discipline and long-term focus. Thank you for your continued trust in Van Kampen. We appreciate the opportunity to help you and your loved ones enjoy life's true wealth--family, friends and life's daily pleasures. Sincerely, [SIG] Richard F. Powers, III President and CEO Van Kampen Asset Management Inc. 1 ECONOMIC SNAPSHOT THE ECONOMY THE STRENGTH OF THE ECONOMY'S APPARENT, YET FRAGILE, RECOVERY GARNERED CONSIDERABLE ATTENTION THROUGHOUT THE REPORTING PERIOD. WEAK SECOND-QUARTER GROWTH, FOLLOWED BY ANECDOTAL EVIDENCE OF A MID-SUMMER ECONOMIC PERFORMANCE THAT WAS BELOW EXPECTATIONS, LEFT MANY WONDERING WHETHER THE THIRD QUARTER WOULD RECORD ANY POSITIVE PROGRESS. AS SUCH, AUGUST'S POSITIVE DEVELOPMENTS--IMPROVED CORPORATE PROFITS, STRONG RETAIL SALES, AND MODEST EMPLOYMENT GAINS--HELPED DOWNPLAY SUCH CONCERNS. CONSUMER SPENDING REMAINED UNEXPECTEDLY STRONG THROUGHOUT THE REPORTING PERIOD, BOLSTERED BY 0-PERCENT FINANCING DEALS OFFERED BY AUTO MANUFACTURERS AND HISTORICALLY LOW MORTGAGE RATES THAT SPARKED ANOTHER SURGE IN HOME MORTGAGE REFINANCING. IN CONTRAST, BUSINESS SPENDING REMAINED AT SUBDUED, ALBEIT GRADUALLY GROWING LEVELS. BUT THE ONGOING CONCERN OF WAR WITH IRAQ AND SLOW JOB GROWTH COMBINED TO DRAG CONSUMER CONFIDENCE BACK TO LEVELS WITNESSED IN THE FOURTH QUARTER OF 2001. AGAINST THIS BACKDROP, THE FED TOOK A WAIT-AND-SEE APPROACH AND LEFT ITS INTEREST RATE TARGET FOR FEDERAL FUNDS AT 1.75 PERCENT. HOWEVER, DURING ITS REGULARLY SCHEDULED AUGUST 12 MEETING, THE FED SHIFTED ITS BIAS FROM ECONOMIC NEUTRALITY TO CONCERN OVER POTENTIAL ECONOMIC WEAKNESS. THIS POLICY SHIFT ONLY REINFORCED INVESTORS' CONCERNS ABOUT SLOW GROWTH. 2 U.S. GROSS DOMESTIC PRODUCT SEASONALLY ADJUSTED ANNUALIZED RATES (June 30, 2000--June 30, 2002) [BAR GRAPH] U.S. GROSS DOMESTIC PRODUCT --------------------------- Jun 00 4.80% Sep 00 0.60% Dec 00 1.10% Mar 01 -0.60% Jun 01 -1.60% Sep 01 -0.30% Dec 01 2.70% Mar 02 5.00% Jun 02 1.30% Source: Bureau of Economic Analysis INTEREST RATES AND INFLATION (August 31, 2000--August 31, 2002) [LINE GRAPH] INTEREST RATES INFLATION -------------- --------- Aug 00 6.50 3.40 6.50 3.50 6.50 3.40 Nov 00 6.50 3.40 6.50 3.40 5.50 3.70 Feb 01 5.50 3.50 5.00 2.90 4.50 3.30 May 01 4.00 3.60 3.75 3.20 3.75 2.70 Aug 01 3.50 2.70 3.00 2.60 2.50 2.10 Nov 01 2.00 1.90 1.75 1.60 1.75 1.10 Feb 02 1.75 1.10 1.75 1.50 1.75 1.60 May 02 1.75 1.20 1.75 1.10 1.75 1.50 Aug 02 1.75 1.80 Interest rates are represented by the closing midline federal funds target rate on the last day of each month. Inflation is indicated by the annual percentage change of the Consumer Price Index for all urban consumers at the end of each month. Source: Bloomberg 3 PERFORMANCE SUMMARY PERFORMANCE OF A $10,000 INVESTMENT (August 31, 1992--August 31, 2002) [LINE GRAPH] CHASE GLOBAL HIGH YIELD INDEX IS A BROAD-BASED, UNMANAGED INDEX THAT REFLECTS THE GENERAL LIPPER HIGH YIELD BOND PERFORMANCE OF THE GLOBAL FUND INDEX IS AN INDEX OF HIGH INCOME CORPORATE HIGH-YIELD CORPORATE DEBT FUNDS WITH SIMILAR RETURN BOND FUND MARKET.* OBJECTIVES.** --------------------- ------------------------- ------------------------- 8/92 9524.000 10000.000 9580.000 10099.000 9618.000 10214.100 10246.000 10.924.28 10812.000 11448.500 10945.000 11661.400 12/93 11457.000 10000.000 12242.600 11391.000 9820.000 12112.500 11291.000 9805.000 11951.200 11168.000 9858.000 11947.500 12/94 11043.000 9843.000 11793.000 11563.000 10428.000 12368.600 12113.000 11046.000 13021.000 12584.000 11397.000 13472.200 12/95 12968.000 11764.000 13845.700 13380.000 12019.000 14199.800 13738.000 12238.000 14433.600 14305.000 12798.000 15118.000 12/96 14739.000 13294.000 15641.900 14944.000 13408.000 15713.600 15632.000 14028.000 16545.300 16359.000 14696.000 17438.200 12/97 16543.000 14941.000 17703.400 17356.000 15444.000 18480.700 17511.000 15576.000 18550.900 16074.000 14673.000 17150.300 12/98 16619.000 15086.000 17689.900 17080.000 15372.000 18253.700 17029.000 15533.000 18372.500 16920.000 15272.000 18050.500 12/99 17267.000 15595.000 18534.700 17196.000 15334.000 18253.500 17346.000 15413.000 18179.900 17229.000 15471.000 16038.200 12/00 15848.000 14708.000 16733.800 16362.000 15489.000 17306.100 15742.000 15379.000 16756.200 14800.000 14725.000 15734.100 12/01 15429.000 15601.000 16561.300 15020.000 15988.000 16630.100 13967.000 15616.000 15700.100 8/02 13412.000 15300.000(1) 15446.300 (1)The figure shown represents the performance of the Chase Global High Yield Index since its inception date of 12/31/93. This chart compares your fund's performance to that of the Chase Global High Yield Index and the Lipper High Yield Bond Fund Index over time. These indexes are unmanaged broad-based, statistical composites and their performance does not include any sales charges or fees that would be paid by an investor purchasing the securities they represent. Such costs would lower performance. The historical performance of the index is shown for illustrative purposes only; it is not meant to forecast, imply, or guarantee the future performance of any investment vehicle. It is not possible to invest directly in an index. The above chart reflects the performance of Class A shares of the fund. The performance of Class A shares will differ from that of other share classes of the fund because of the difference in sales charges and/or expenses paid by shareholders investing in the different share classes. The fund's performance assumes reinvestment of all distributions, and includes payment of the maximum sales charge (4.75% for Class A shares) and combined Rule 12b-1 fees and service fees of up to 0.25 percent. The performance above does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Results are hypothetical. While past performance is no guarantee of future results, the above information provides a broader vantage point from which to evaluate the discussion of the fund's performance found in the following pages. Source: * Bloomberg ** Lipper Inc. 4 RETURN HIGHLIGHTS (as of August 31, 2002) A SHARES B SHARES C SHARES -------------------------------------------------------------------------------- One-year total return based on NAV(1) -15.75% -16.12% -16.04% -------------------------------------------------------------------------------- One-year total return(2) -19.73% -19.11% -16.79% -------------------------------------------------------------------------------- Five-year average annual total return(2) -4.40% -4.33% -4.18% -------------------------------------------------------------------------------- Ten-year average annual total return(2) 2.98% 2.99%(3) N/A -------------------------------------------------------------------------------- Life-of-Fund average annual total return(2) 6.53% 3.26%(3) 1.57% -------------------------------------------------------------------------------- Commencement date 10/02/78 07/02/92 07/06/93 -------------------------------------------------------------------------------- Distribution rate(4) 12.11% 11.77% 11.89% -------------------------------------------------------------------------------- SEC Yield(5) 10.86% 10.58% 10.69% -------------------------------------------------------------------------------- N/A = Not Applicable (1) Assumes reinvestment of all distributions for the period and does not include payment of the maximum sales charge (4.75% for Class A Shares) or contingent deferred sales charge (CDSC) for Class B and Class C Shares. On purchases of Class A Shares of $1 million or more, a CDSC of 1% may be imposed on certain redemptions made within one year of purchase. Returns for Class B Shares are calculated without the effect of the maximum 4% CDSC, charged on certain redemptions made within the first and second year of purchase and declining to 0% after the fifth year. Returns for Class C Shares are calculated without the effect of the maximum 1% CDSC, charged on certain redemptions made within one year of purchase. If the sales charges were included, total returns would be lower. These returns include combined Rule 12b-1 fees and service fees of up to .25% for Class A Shares and 1% for Class B and Class C Shares and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. 5 (2) Assumes reinvestment of all distributions for the period and includes payment of the maximum sales charge (4.75% for Class A Shares) or CDSC for Class B and Class C Shares and combined Rule 12b-1 fees and service fees. On purchases of Class A Shares of $1 million or more, a CDSC of 1% may be imposed on certain redemptions made within one year of purchase. Returns for Class B Shares are calculated with the effect of the maximum 4% CDSC, charged on certain redemptions made within the first and second year of purchase and declining to 0% after the fifth year. Returns for Class C Shares are calculated with the effect of the maximum 1% CDSC, charged on certain redemptions made within one year of purchase. The combined Rule 12b-1 fees and service fees for Class A Shares is up to .25% and for Class B and Class C Shares is 1%. These returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. (3) Reflects the conversion of Class B Shares into Class A Shares six years after the end of the calendar month in which the shares were purchased. See Footnote 3 in the Notes to Financial Statements for additional information. (4) Distribution rate represents the monthly annualized distributions of the Fund at the end of the period and not the earnings of the Fund. (5) SEC Yield is a standardized calculation prescribed by the Securities and Exchange Commission for determining the amount of net income a portfolio should theoretically generate for the 30-day period ended August 31, 2002. See the Comparative Performance section of the current prospectus. An investment in the Fund is subject to investment risks, and you could lose money on your investment in the Fund. Please review the Risk/Return Summary of the Prospectus for further details on investment risks. Past performance is no guarantee of future results. Investment returns and principal value will fluctuate and fund shares, when redeemed, may be worth more or less than their original cost. As a result of recent market activity, current performance may vary from the figures shown. For more up-to-date information, please visit vankampen.com or speak with your financial advisor. Market forecasts provided in this report may not necessarily come to pass. 6 PORTFOLIO AT A GLANCE CREDIT QUALITY (as a percentage of corporate debt obligations) As of August 31, 2002 - BBB/Baa............ 12.0% [PIE CHART] - BB/Ba.............. 32.1% - B/B................ 45.9% - CCC/Caa............ 5.4% - CC/Ca.............. 2.5% - C/C................ 0.9% - Non-Rated.......... 1.2% As of August 31, 2001 - BBB/Baa............ 6.2% [PIE CHART] - BB/Ba.............. 19.4% - B/B................ 65.1% - CCC/Caa............ 5.8% - CC/Ca.............. 1.0% - C/C................ 0.3% - Non-Rated.......... 2.2% Based upon the credit quality ratings as issued by Standard & Poor's Credit Market Services/Moody's Investor Services, respectively. Subject to change daily. TWELVE-MONTH DIVIDEND HISTORY (for the year ended August 31, 2002) [BAR GRAPH] DIVIDENDS --------- 9/01 0.0427 10/01 0.0427 11/01 0.0427 12/01 0.0393 1/02 0.0393 2/02 0.0383 3/02 0.0383 4/02 0.0358 5/02 0.0358 6/02 0.0334 7/02 0.0334 8/02 0.0334 The dividend history represents dividends that were paid on the fund's Class A shares and is no guarantee of the fund's future dividends. TOP FIVE INDUSTRIES (as a percentage of long-term investments) [BAR GRAPH] AUGUST 31, 2002 AUGUST 31, 2001 --------------- --------------- Energy 10.5% 6.8% Gaming & Leisure 9.8% 6.6% Housing 6.2% 2.3% Wireless Communications 6.2% 17.7% Manufacturing 6.1% 2.7% Subject to change daily. All information is provided for informational purposes only and should not be deemed as a recommendation to buy the securities in the industries shown above. Morgan Stanley and others affiliated with it may hold positions in or may seek to perform investment-banking services for the companies listed. 7 Q&A WITH YOUR PORTFOLIO MANAGERS WE RECENTLY SPOKE WITH THE PORTFOLIO MANAGEMENT TEAM FOR THE VAN KAMPEN HIGH INCOME CORPORATE BOND FUND ABOUT THE KEY EVENTS AND ECONOMIC FORCES THAT SHAPED THE MARKETS AND INFLUENCED THE FUND'S RETURN DURING THE 12-MONTH PERIOD ENDED AUGUST 31, 2002. THE FUND IS MANAGED BY THE ADVISER'S HIGH YIELD TEAM. MEMBERS OF THE TEAM(1) INCLUDE STEPHEN ESSER, MANAGING DIRECTOR; GORDON LOERY, EXECUTIVE DIRECTOR; AND DEANNE LOUGHNANE, EXECUTIVE DIRECTOR. THE FOLLOWING DISCUSSION REFLECTS THEIR VIEWS ON THE FUND'S PERFORMANCE. (1) Team members may change without notice at any time. Q HOW WOULD YOU CHARACTERIZE THE MARKET ENVIRONMENT OF THE PAST 12 MONTHS? A The past 12 months have been an extraordinarily turbulent time for the high-yield market. The period began with the terrorist attacks of September 11, which precipitated one of the worst single months in the history of the high-yield market. All sectors related to travel, including airlines, gaming and hotels, were especially hard hit as travel dropped around the world. Economically sensitive sectors also suffered as business activity nationwide came to a halt for several days. Sectors that had already been performing poorly, such as telecom and wireless, joined in the general decline. Much of that trend reversed, however, when investors' expectations for the economy turned positive in October. Fears of a prolonged recession gave way to an anticipation of imminent growth. At the same time, it appeared that many investors saw high-yield securities as an attractively valued asset class after the September sell-off. As a result, the high-yield market rallied strongly through the end of 2001, and managing over that time to regain a large portion of its September losses. The high-yield market continued to perform strongly through the first four months of 2002 as the economy appeared to be getting back on track. Those gains came to an end in May, however, when the high-yield market began to slump in tandem with the equity markets. Credit concerns began to overwhelm the market when Qwest and WorldCom, two large investment-grade issuers, were downgraded to junk status. The market environment turned worse shortly after that when a stream of accounting scandals began to seriously undermine investor confidence in the financial statements of public companies. The high-yield sector experienced significant outflows 8 through the month of July, including a 10-consecutive-week run of asset losses. Against this volatile backdrop, sector performance varied highly. Many sectors, including those most sensitive to broader economic activity, experienced alternating periods of weak and strong performance in keeping with more pervasive investor expectations for economic growth. Telecom continued its losing streak, with its already weak relative performance worsened by WorldCom's default. The cable and wireless sectors also underperformed, with the cable sector experiencing a high-profile business scandal and many wireless companies showing lower growth during this period. Q HOW DID THE FUND PERFORM IN THIS ENVIRONMENT? A The fund continued to provide shareholders with what we believe to be an attractive level of income, as its monthly dividend of $0.0334 per Class A share translates to a distribution rate of 12.11 percent based on the fund's maximum offering price as of August 31, 2002. For the 12-month period ended August 31, 2002, the fund generated a total return of -15.75 percent. Performance information for the fund reflects Class A shares at net asset value, including combined Rule 12b-1 fees and service fees of up to 0.25 percent and excluding a maximum sales charge of 4.75 percent; if the maximum sales charge were included, the return would be lower. The return above does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Of course, past performance is no guarantee of future results. Performance of other share classes will vary. Investment return and principal value will fluctuate and fund shares, when redeemed, may be worth more or less than their original cost. As a result of recent market activity, current performance may vary from the figures shown. For more up-to-date information, please visit vankampen.com or speak with your financial advisor. By comparison, the Chase Global High Yield Index posted a total return of -2.75 percent and the Lipper High Yield Bond Fund Index posted a total return of -8.77 percent for the same period. The Chase Global High Yield Index is a broad-based, unmanaged index that reflects the general performance of the global high-yield corporate debt market. The Lipper High Yield Bond Fund Index is an index of funds with similar return objectives. These index returns do not include any sales charges or fees that would be paid by an investor purchasing the securities they represent. Such costs would lower performance. It is not possible to invest directly in an index. For additional performance results, please refer to the chart and footnotes on page 5. Q WHAT WERE THE KEY DRIVERS OF THE FUND'S PERFORMANCE RELATIVE TO THESE BENCHMARKS? A Toward the beginning of the period, our analysis indicated that the most prudent course for the portfolio would be to trim several overweighted positions in order to reduce the fund's overall risk profile. We successfully took some of these positions down over the course of the period, including the fund's above-market holdings in the 9 telecom, wireless and cable sectors. However, we were not able to sell out before accounting scandals overwhelmed the market, and the fund suffered somewhat from the fallout. Q WHAT STRATEGIES DID YOU USE IN MANAGING THE FUND? A As mentioned, one of the primary strategies we employed involved a reduction in the fund's holdings in sectors that we thought most likely to underperform in the coming months. The biggest change was in the wireless sector, where we cut the fund's exposure by two-thirds over the course of the period. We also reduced the fund's holdings in several sectors where we identified individual companies that had either met our performance targets or we believed were unlikely to deliver strong performance. For example, we sold the bonds of several cable companies whose business prospects no longer warranted keeping an exposure to them in the portfolio. We put the proceeds from these sales to work in a variety of situations. The bulk of these were ideas generated by our bottom-up research at the company level. Through this process we added what we believed to be attractively priced bonds in the energy, gaming and media sectors. We also began to position the fund selectively to possibly gain from any upturn in economic activity by adding to holdings in such economically sensitive sectors as manufacturing and transportation. We also concluded that the U.S. consumer sectors were unlikely to participate as fully as others in a recovery. As a result, we kept the fund underweighted in consumer-related issues in order to protect shareholders from any weakness there. Q WHAT IS YOUR OUTLOOK FOR THE HIGH-YIELD MARKET? A We are confident that the current state of mistrust regarding public companies is likely to sort itself out in the coming months. With both management and auditors under enormous pressure to produce clean results, we believe that the worst is behind us in terms of the sheer number of negative announcements and revisions. This is likely to be a positive force for investor confidence and, by extension, the high-yield market. As for the high-yield market itself, spreads are currently at close to all- time high levels. These attractive prices, coupled with low interest rates in the broader economy, could well begin to lure investors back to the high-yield asset class. While this is of course impossible to predict with certainty, we believe that the current level of valuations may prove beneficial for high- yield investors. The most significant unknown in this equation is the state of the U.S. economy. As always, we will continue to watch the market and economy closely for opportunities. 10 ANNUAL HOUSEHOLDING NOTICE To reduce fund expenses, the fund attempts to eliminate duplicate mailings to the same address. The fund delivers a single copy of certain shareholder documents to investors who share an address, even if the accounts are registered under different names. The fund's prospectuses and shareholder reports (including annual privacy notices) will be delivered to you in this manner indefinitely unless you instruct us otherwise. You can request multiple copies of these documents by either calling (800) 341-2911 or writing to Van Kampen Investor Services at 1 Parkview Plaza, P.O. Box 5555, Oakbrook Terrace, IL 60181. Once Investor Services has received your instructions, we will begin sending individual copies for each account within 30 days. 11 GLOSSARY OF TERMS A HELPFUL GUIDE TO SOME OF THE COMMON TERMS YOU'RE LIKELY TO SEE IN THIS REPORT AND OTHER FINANCIAL PUBLICATIONS. CREDIT RATING: An evaluation of a bond issuer's credit history and capability of repaying debt obligations. Standard & Poor's Ratings Group and Moody's Investors Service are two companies that assign credit ratings. Standard & Poor's ratings range from a high of AAA to a low of D, while Moody's ratings range from a high of Aaa to a low of C. CREDIT SPREAD: Also called quality spread, the difference in yield between higher-quality issues (such as Treasury securities) and lower-quality issues. Normally, lower-quality issues provide higher yields to compensate investors for the additional credit risk. DEFAULT: The failure to make required debt payments on time. NET ASSET VALUE (NAV): The value of a mutual fund share, calculated by deducting a fund's liabilities from the total assets in its portfolio and dividing this amount by the number of shares outstanding. The NAV does not include any initial or contingent deferred sales charges. YIELD: The annual rate of return on an investment, expressed as a percentage. 12 BY THE NUMBERS YOUR FUND'S INVESTMENTS August 31, 2002 THE FOLLOWING PAGES DETAIL YOUR FUND'S PORTFOLIO OF INVESTMENTS AT THE END OF THE REPORTING PERIOD. PAR AMOUNT MARKET (000) DESCRIPTION COUPON MATURITY VALUE CORPORATE BONDS 84.0% AEROSPACE 0.5% $4,110 Air Canada (Canada)....................... 10.250% 03/15/11 $ 2,650,950 300 Jet Equipment Trust, Ser 95-D, 144A--Private Placement (a)............... 11.440 11/01/14 166,459 200 Jet Equipment Trust, Ser C1, 144A--Private Placement (a)............................. 11.790 06/15/13 30,000 ------------ 2,847,409 ------------ BROADCASTING 2.8% 3,290 Interep National Radio Sales, Inc., Ser B......................................... 10.000 07/01/08 2,961,000 3,605 Nextmedia Operating, Inc. ................ 10.750 07/01/11 3,496,850 3,150 Radio Unica Corp. (b)..................... 0/11.750 08/01/06 1,756,125 5,560 TV Azteca SA, Ser B (Mexico).............. 10.500 02/15/07 5,407,100 835 Young Broadcasting, Inc. ................. 10.000 03/01/11 768,200 ------------ 14,389,275 ------------ CABLE 5.5% 7,175 British Sky Broadcasting Group PLC (United Kingdom).................................. 8.200 07/15/09 7,226,014 9,470 Callahan Nordrhein Westfallen (Germany) (c) (d)................................... 14.000 07/15/10 272,262 100 Charter Communications Holdings........... 10.250 01/15/10 70,000 900 Charter Communications Holdings (b)....... 0/11.750 05/15/11 342,000 3,530 Charter Communications Holdings LLC....... 8.250 04/01/07 2,453,350 2,225 Charter Communications Holdings LLC (b)... 0/11.750 01/15/10 945,625 275 Echostar DBS Corp. ....................... 9.250 02/01/06 275,000 6,475 Echostar DBS Corp., 144A--Private Placement (a)............................. 9.125 01/15/09 6,345,500 5,500 International Cabletel, Inc., Ser B (c) (d)....................................... 11.500 02/01/06 907,500 3,425 Multicanal Participacoes, Ser B (Brazil).................................. 12.625 06/18/04 1,447,062 1,135 NTL, Inc. (b) (c) (d)..................... 0/9.750 04/01/08 170,250 4,710 Ono Finance PLC (United Kingdom).......... 13.000 05/01/09 965,550 810 Pegasus Communications Corp., Ser B....... 9.750 12/01/06 386,775 1,085 Pegasus Communications Corp., Ser B....... 12.500 08/01/07 518,087 1,350 Quebecor Media, Inc. (Canada) (b)......... 0/13.750 07/15/11 648,000 2,085 Quebecor Media, Inc. (Canada)............. 11.125 07/15/11 1,751,400 6,250 Satelites Mexicanos SA (Mexico)........... 10.125 11/01/04 2,328,125 See Notes to Financial Statements 13 YOUR FUND'S INVESTMENTS August 31, 2002 PAR AMOUNT MARKET (000) DESCRIPTION COUPON MATURITY VALUE CABLE (CONTINUED) $6,665 Telewest Communications PLC (United Kingdom).................................. 11.000% 10/01/07 $ 1,033,075 785 Telewest Communications PLC (United Kingdom) (b).............................. 0/11.375 02/01/10 98,125 4,500 UIH Australia/Pacific, Inc., Ser B (c).... 14.000 05/15/06 33,750 4,415 United Pan-Europe Communication, Ser B (Netherlands) (c)......................... 10.875 11/01/07 176,600 4,260 United Pan-Europe Communication, Ser B (Netherlands) (b) (c)..................... 0/12.500 08/01/09 117,150 ------------ 28,511,200 ------------ CHEMICALS 4.7% 2,220 Acetex Corp. (Canada)..................... 10.875 08/01/09 2,319,900 3,505 Equistar Chemicals LP..................... 10.125 09/01/08 3,382,325 3,780 Huntsman ICI Chemicals LLC................ 10.125 07/01/09 3,383,100 2,800 Huntsman ICI Chemicals LLC (Euro)......... 10.125 07/01/09 2,243,173 1,185 ISP Chemco, Inc., Ser B................... 10.250 07/01/11 1,190,925 4,413 ISP Holdings, Inc., Ser B................. 10.625 12/15/09 3,817,245 2,610 Lyondell Chemical Co., Ser B.............. 9.875 05/01/07 2,590,425 2,800 Messer Griesham (Germany) (Euro).......... 10.375 06/01/11 2,809,021 1,105 PCI Chemicals Canada, Inc. (Canada)....... 10.000 12/31/08 747,064 368 Pioneer Cos., Inc. ....................... 5.355 12/31/06 245,339 2,020 Terra Industries, Inc., Ser B............. 10.500 06/15/05 1,626,100 ------------ 24,354,617 ------------ CONSUMER PRODUCTS 0.8% 3,000 Elizabeth Arden, Inc. .................... 11.750 02/01/11 3,060,000 4,000 Sleepmaster LLC (c) (d)................... 11.000 05/15/09 825,000 ------------ 3,885,000 ------------ DIVERSIFIED MEDIA 5.4% 4,410 Alliance Atlantis Communications, Inc. (Canada).................................. 13.000 12/15/09 4,685,625 2,980 AOL Time Warner, Inc. .................... 6.875 05/01/12 2,690,258 3,720 Hollinger Participation Trust, 144A--Private Placement (a)............... 12.125 11/15/10 3,124,464 3,855 Mail Well I Corp., 144A--Private Placement (a)....................................... 9.625 03/15/12 2,679,225 3,235 MDC Corporation, Inc. (Canada)............ 10.500 12/01/06 2,701,225 5,415 Muzak LLC................................. 9.875 03/15/09 4,548,600 5,000 Premier Parks, Inc. (b)................... 0/10.000 04/01/08 4,362,500 3,950 Primedia, Inc. ........................... 8.875 05/15/11 3,100,750 ------------ 27,892,647 ------------ See Notes to Financial Statements 14 YOUR FUND'S INVESTMENTS August 31, 2002 PAR AMOUNT MARKET (000) DESCRIPTION COUPON MATURITY VALUE ENERGY 9.6% $4,895 BRL Universal Equipment................... 8.875% 02/15/08 $ 4,980,662 6,040 Chesapeake Energy Corp. .................. 8.125 04/01/11 5,949,400 4,385 Frontier Oil Corp. ....................... 11.750 11/15/09 4,461,737 4,200 Grey Wolf, Inc. .......................... 8.875 07/01/07 4,284,000 3,945 Hanover Equipment Trust, 144A--Private Placement (a)............................. 8.500 09/01/08 3,688,575 2,180 Hanover Equipment Trust, 144A--Private Placement (a)............................. 8.750 09/01/11 2,016,500 5,575 Husky Oil Ltd. (Variable Rate Coupon) (Canada).................................. 8.900 08/15/28 6,197,900 1,730 Magnum Hunter Resources, Inc., 144A--Private Placement (a)............... 9.600 03/15/12 1,773,250 3,966 Port Arthur Finance Corp. ................ 12.500 01/15/09 4,184,557 2,115 Stone Energy Corp. ....................... 8.250 12/15/11 2,152,012 4,670 Tesoro Petroleum Corp., 144A--Private Placement (a)............................. 9.625 04/01/12 3,455,800 6,430 Vintage Petroleum, Inc. .................. 7.875 05/15/11 6,012,050 ------------ 49,156,443 ------------ FINANCIAL 2.6% 3,395 Americo Life, Inc. (e).................... 9.250 06/01/05 3,344,075 2,945 Anthem Insurance Cos., Inc., 144A--Private Placement (a)............................. 9.125 04/01/10 3,410,940 2,785 Health Net, Inc. ......................... 8.375 04/15/11 3,161,304 3,620 Istar Financial, Inc. .................... 8.750 08/15/08 3,710,500 ------------ 13,626,819 ------------ FOOD & DRUG 0.5% 2,219 California Farm Lease Trust, 144A--Private Placement (a)............................. 8.500 07/15/17 2,401,926 1,200 Jitney-Jungle Stores America, Inc. (c) (d)....................................... 12.000 03/01/06 120 ------------ 2,402,046 ------------ FOOD & TOBACCO 1.6% 2,800 Michael Foods, Inc., Ser B................ 11.750 04/01/11 3,080,000 5,520 Smithfield Foods, Inc. ................... 7.625 02/15/08 5,133,600 ------------ 8,213,600 ------------ FOREST PRODUCTS 5.5% 5,275 Owens-Illinois, Inc. ..................... 7.500 05/15/10 4,510,125 1,775 Owens-Illinois, Inc. ..................... 7.800 05/15/18 1,428,875 5,200 Pacifica Papers, Inc. (Canada)............ 10.000 03/15/09 5,330,000 2,090 Pliant Corp. ............................. 13.000 06/01/10 2,110,900 2,545 Radnor Holdings Corp., Ser B (Canada)..... 10.000 12/01/03 2,277,775 See Notes to Financial Statements 15 YOUR FUND'S INVESTMENTS August 31, 2002 PAR AMOUNT MARKET (000) DESCRIPTION COUPON MATURITY VALUE FOREST PRODUCTS (CONTINUED) $3,040 Riverwood International Corp. ............ 10.875% 04/01/08 $ 3,100,800 4,025 Tekni-Plex, Inc., Ser B................... 12.750 06/15/10 4,025,000 5,800 Tembec Industries, Inc. (Canada).......... 7.750 03/15/12 5,626,000 ------------ 28,409,475 ------------ GAMING & LEISURE 9.0% 2,650 Harrahs Operating Co., Inc. .............. 7.875 12/15/05 2,769,250 1,910 Harrahs Operating Co., Inc. .............. 8.000 02/01/11 2,098,962 2,250 Hilton Hotels Corp. ...................... 7.950 04/15/07 2,295,137 1,225 HMH Properties, Inc. ..................... 7.875 08/01/05 1,206,625 4,825 HMH Properties, Inc., Ser B............... 7.875 08/01/08 4,607,875 5,365 Horseshoe Gaming LLC...................... 8.625 05/15/09 5,593,012 4,785 International Game Technology............. 8.375 05/15/09 5,167,800 1,660 Park Place Entertainment Corp. ........... 7.875 12/15/05 1,684,900 2,845 Park Place Entertainment Corp. ........... 8.875 09/15/08 2,951,688 3,725 Prime Hospitality Corp., Ser B............ 8.375 05/01/12 3,576,000 850 Starwood Hotels Resorts, 144A--Private Placement (a)............................. 7.375 05/01/07 835,125 4,515 Starwood Hotels Resorts, 144A--Private Placement (a)............................. 7.875 05/01/12 4,435,988 2,975 Station Casinos, Inc. .................... 8.875 12/01/08 3,071,688 2,800 Station Casinos, Inc. .................... 9.875 07/01/10 3,003,000 2,820 Venetian Casino Resort LLC, 144A--Private Placement (a)............................. 11.000 06/15/10 2,844,675 ------------ 46,141,725 ------------ HEALTHCARE 4.4% 3,690 Amerisourcebergen Corp. .................. 8.125 09/01/08 3,856,050 1,555 Columbia HCA.............................. 6.910 06/15/05 1,626,045 2,300 Fisher Scientific International, Inc. .... 7.125 12/15/05 2,317,250 615 Fisher Scientific International, Inc. .... 9.000 02/01/08 639,600 800 Fresenius Medical Care Capital Trust II... 7.875 02/01/08 678,000 5,085 Fresenius Medical Care Capital Trust IV... 7.875 06/15/11 4,220,550 3,840 HCA--The Healthcare Co. .................. 8.750 09/01/10 4,383,348 3,570 HEALTHSOUTH Corp., 144A--Private Placement (a)....................................... 7.625 06/01/12 2,865,246 1,755 Omnicare, Inc., Ser B..................... 8.125 03/15/11 1,833,975 ------------ 22,420,064 ------------ HOUSING 5.6% 3,400 CB Richard Ellis Service, Inc. ........... 11.250 06/15/11 3,026,000 4,200 Louisiana Pacific Corp. .................. 10.875 11/15/08 4,436,250 1,180 Louisiana Pacific Corp. .................. 8.875 08/15/10 1,236,721 See Notes to Financial Statements 16 YOUR FUND'S INVESTMENTS August 31, 2002 PAR AMOUNT MARKET (000) DESCRIPTION COUPON MATURITY VALUE HOUSING (CONTINUED) $4,855 Schuler Homes, Inc. ...................... 9.375% 07/15/09 $ 4,915,688 2,300 Tech Olympic USA, Inc., 144A--Private Placement (a)............................. 9.000 07/01/10 2,179,250 2,100 Tech Olympic USA, Inc., 144A--Private Placement (a)............................. 10.375 07/01/12 1,937,250 5,025 Toll Corp. ............................... 8.250 02/01/11 4,999,875 5,600 Webb (Del E.) Corp. ...................... 10.250 02/15/10 6,167,000 ------------ 28,898,034 ------------ INFORMATION TECHNOLOGY 1.1% 9,000 CHS Electronics, Inc. (c) (d)............. 9.875 04/15/05 180,000 3,500 Fairchild Semiconductor Corp. ............ 10.375 10/01/07 3,675,000 470 Flextronics International Ltd. (Singapore)............................... 8.750 10/15/07 472,350 1,125 Flextronics International Ltd. (Singapore)............................... 9.875 07/01/10 1,170,000 ------------ 5,497,350 ------------ MANUFACTURING 4.9% 2,100 American Plumbing & Mechanical............ 11.625 10/15/08 1,165,500 2,100 Anchor Lamina, Inc. (Canada).............. 9.875 02/01/08 661,500 1,650 Case Corp., Ser B......................... 6.250 12/01/03 1,584,551 1,850 Case Credit Corp. ........................ 6.125 02/15/03 1,787,126 4,500 Eagle-Picher Industries, Inc. ............ 9.375 03/01/08 3,532,500 1,335 Foamex LP/Capital Corp., 144A--Private Placement (a)............................. 10.750 04/01/09 1,234,875 1,605 Johnsondiversey, Inc., 144A--Private Placement (a)............................. 9.625 05/15/12 1,596,975 2,045 Manitowoc, Inc., 144A--Private Placement (a)....................................... 10.500 08/01/12 2,121,688 1,040 NMHG Holdings Co., 144A--Private Placement (a)....................................... 10.000 05/15/09 1,055,600 1,580 Numatics, Inc., Ser B..................... 9.625 04/01/08 797,900 6,000 Outsourcing Services Group, Inc., Ser B... 10.875 03/01/06 4,680,000 1,417 Reunion Industries, Inc. (c).............. 13.000 05/01/03 800,605 2,335 Trimas Corp., 144A--Private Placement (a)....................................... 9.875 06/15/12 2,323,325 2,130 Tyco International Group SA (Luxembourg).............................. 6.750 02/15/11 1,760,445 ------------ 25,102,590 ------------ METALS 2.5% 9,380 Doe Run Resources Corp., Ser B (c)........ 11.250 03/15/05 2,391,900 6,655 GS Technologies Operating, Inc. (c) (d)... 12.000 09/01/04 299,475 2,450 GS Technologies Operating, Inc. (c) (d)... 12.250 10/01/05 110,250 See Notes to Financial Statements 17 YOUR FUND'S INVESTMENTS August 31, 2002 PAR AMOUNT MARKET (000) DESCRIPTION COUPON MATURITY VALUE METALS (CONTINUED) $3,240 Intermet Corp., 144A--Private Placement (a)....................................... 9.750% 06/15/09 $ 3,304,800 2,855 Murrin Murrin Holdings Property Ltd. (Australia)............................... 9.375 08/31/07 874,344 1,655 Oregon Steel Mills, Inc., 144A--Private Placement (a)............................. 10.000 07/15/09 1,714,994 5,000 Renco Steel Holdings, Inc., Ser B......... 10.875 02/01/05 375,000 7,525 Republic Technologies International LLC (c) (d)................................... 13.750 07/15/09 526,750 3,125 Ucar Finance, Inc. ....................... 10.250 02/15/12 3,156,250 ------------ 12,753,763 ------------ RETAIL 1.3% 2,585 Autonation, Inc. ......................... 9.000 08/01/08 2,714,250 3,725 Big 5 Corp., Ser B (e).................... 10.875 11/15/07 3,822,781 ------------ 6,537,031 ------------ SERVICES 2.6% 6,020 Allied Waste North America, Inc. ......... 10.000 08/01/09 5,959,800 1,500 Encompass Services Corp. ................. 10.500 05/01/09 157,500 6,250 Hydrochem Industrial Services, Inc., Ser B......................................... 10.375 08/01/07 5,031,250 1,900 Waste Management, Inc. ................... 7.000 10/15/06 1,962,924 ------------ 13,111,474 ------------ TELECOMMUNICATIONS 2.8% 2,660 360networks, Inc. (Canada) (c) (d)........ 13.000 05/01/08 266 2,800 360networks, Inc. (Canada) (Euro) (c) (d)....................................... 13.000 05/01/08 6,868 2,085 Asia Global Crossing (Bermuda) (c)........ 13.375 10/15/10 344,025 6,650 E.Spire Communications, Inc. (c) (d)...... 10.000 11/01/05 665 4,210 Exodus Communications, Inc. (c) (d)....... 11.250 07/01/08 252,600 3,430 Exodus Communications, Inc. (c) (d)....... 11.625 07/15/10 205,800 2,750 Exodus Communications, Inc. (Euro) (c) (d)....................................... 11.375 07/15/08 161,824 192 Focal Communications Corp., Ser B......... 11.875 01/15/10 31,680 9,335 Global Crossing Holdings Ltd. (Bermuda) (c) (d)................................... 9.125 11/15/06 151,694 3,500 Global Crossing Holdings Ltd. (Bermuda) (c) (d)................................... 8.700 08/01/07 56,875 3,305 Globix Corp. (c) (d)...................... 12.500 02/01/10 611,425 5,305 GST Network Funding, Inc. (c) (d)......... 10.500 05/01/08 159,150 12,590 GT Group Telecom, Inc. (Canada) (b)....... 0/13.250 02/01/10 78,688 11,075 ICG Holdings, Inc. (c) (d)................ 13.500 09/15/05 110,750 2,500 ICG Holdings, Inc. (c) (d)................ 12.500 05/01/06 25,000 3,400 Jazztel PLC (United Kingdom) (Euro)....... 13.250 12/15/09 383,660 See Notes to Financial Statements 18 YOUR FUND'S INVESTMENTS August 31, 2002 PAR AMOUNT MARKET (000) DESCRIPTION COUPON MATURITY VALUE TELECOMMUNICATIONS (CONTINUED) $3,450 Jazztel PLC (United Kingdom) (Euro)....... 14.000% 07/15/10 $ 287,703 4,525 Madison River Capital/Madison River Financial................................. 13.250 03/01/10 2,782,875 4,335 Metromedia Fiber Network, Inc. (c) (d).... 10.000 12/15/09 43,350 1,925 MGC Communications, Inc., Ser B (c) (d)... 13.000 10/01/04 779,625 2,030 Netia Holdings BV (Netherlands) (Euro) (c)....................................... 13.750 06/15/10 299,068 1,525 Netia Holdings BV, Ser B (Netherlands) (c)....................................... 10.250 11/01/07 266,875 6,965 Netia Holdings BV, Ser B (Netherlands) (c)....................................... 11.250 11/01/07 1,218,875 1,165 Nextlink Communications, Inc. (b) (c) (d)....................................... 0/9.450 04/15/08 17,475 2,265 Nextlink Communications, Inc. (b) (c) (d)....................................... 0/12.125 12/01/09 33,975 4,510 Nextlink Communications, Inc. (c) (d)..... 10.500 12/01/09 67,650 3,000 Park N View, Inc., Ser B (c) (d).......... 13.000 05/15/08 30,000 3,500 PF Net Communications, Inc. (c) (d)....... 13.750 05/15/10 26,250 6,875 Primus Telecom Group...................... 9.875 05/15/08 3,334,375 11,565 PSINet, Inc. (c) (d)...................... 10.500 12/01/06 1,185,413 1,750 PSINet, Inc. (Euro) (c) (d)............... 10.500 12/01/06 128,723 425 Viatel, Inc. (b) (c) (d).................. 0/12.500 04/15/08 3,188 7,790 Viatel, Inc. (c) (d)...................... 11.500 03/15/09 58,425 1,790 WorldCom, Inc. (c) (d).................... 6.950 08/15/28 255,075 7,870 WorldCom, Inc. (c) (d).................... 8.250 05/15/31 1,121,475 5,800 Worldwide Fiber, Inc. (Canada) (c) (d).... 12.000 08/01/09 580 ------------ 14,521,945 ------------ TRANSPORTATION 4.8% 9,885 Aetna Industries, Inc. (c) (d)............ 11.875 10/01/06 1,581,600 117 Aran Shipping & Trading, SA (c)........... 8.300 01/31/04 0 1,580 ArvinMeritor, Inc. ....................... 8.750 03/01/12 1,676,589 1,405 Collins & Aikman Products Co. ............ 11.500 04/15/06 1,331,238 3,725 Collins & Aikman Products Co. ............ 10.750 12/31/11 3,687,750 5,275 Dana Corp. ............................... 9.000 08/15/11 5,064,000 1,700 Dana Corp. (Euro)......................... 9.000 08/15/11 1,504,951 2,950 Dura Operating Corp., Ser B............... 8.625 04/15/12 3,009,000 1,835 Lear Corp., Ser B......................... 8.110 05/15/09 1,931,338 3,035 Metaldyne Corp., 144A--Private Placement (a)....................................... 11.000 06/15/12 2,678,388 2,045 Stoneridge, Inc. ......................... 11.500 05/01/12 2,116,575 ------------ 24,581,429 ------------ UTILITY 1.2% 3,500 Calpine Corp. ............................ 8.625 08/15/10 1,907,500 30 Calpine Corp. ............................ 8.500 02/15/11 15,900 3,255 Dynegy Holdings, Inc. .................... 6.875 04/01/11 1,122,975 See Notes to Financial Statements 19 YOUR FUND'S INVESTMENTS August 31, 2002 PAR AMOUNT MARKET (000) DESCRIPTION COUPON MATURITY VALUE UTILITY (CONTINUED) $2,450 PG & E National Energy Group, Inc. ....... 10.375% 05/16/11 $ 918,750 2,900 PSEG Energy Holdings, Inc., 144A--Private Placement (a)............................. 8.625 02/15/08 2,177,593 ------------ 6,142,718 ------------ WIRELESS COMMUNICATIONS 4.3% 1,645 Alamosa Delaware, Inc. ................... 12.500 02/01/11 551,075 6,480 Alamosa PCS Holdings, Inc. (b)............ 0/12.875 02/15/10 939,600 2,525 American Cellular Corp. .................. 9.500 10/15/09 353,500 4,370 American Tower Corp. ..................... 9.375 02/01/09 2,731,250 3,610 Centennial Cellular Operating Co. ........ 10.750 12/15/08 1,823,050 5,925 CTI Holdings SA (Argentina) (b)........... 0/11.500 04/15/08 325,875 3,610 Dobson Communications Corp. .............. 10.875 07/01/10 2,653,350 9,675 IPCS, Inc. (b)............................ 0/14.000 07/15/10 1,499,625 6,650 Microcell Telecommunications, Ser B (Canada).................................. 14.000 06/01/06 83,125 1,900 Nextel Communications, Inc. (b)........... 0/9.950 02/15/08 1,396,500 1,000 Nextel Communications, Inc. .............. 12.000 11/01/08 855,000 3,880 Nextel Communications, Inc. .............. 9.375 11/15/09 3,045,800 1,750 PTC International Finance (Luxembourg) (Euro).................................... 10.875 05/01/08 1,711,273 6,650 Spectrasite Holdings, Inc. (b)............ 0/11.250 04/15/09 1,163,750 2,167 Tritel PCS, Inc. ......................... 10.375 01/15/11 2,058,650 4,040 US Unwired, Inc. (b)...................... 0/13.375 11/01/09 949,400 ------------ 22,140,823 ------------ TOTAL CORPORATE BONDS 84.0%............................................. 431,537,477 ------------ CONVERTIBLE CORPORATE OBLIGATIONS 1.5% INFORMATION TECHNOLOGY 0.8% 9,535 Solectron Corp., LYON..................... * 11/20/20 4,195,400 ------------ MANUFACTURING 0.7% 8,320 Corning, Inc. ............................ * 11/08/15 3,660,800 ------------ See Notes to Financial Statements 20 YOUR FUND'S INVESTMENTS August 31, 2002 PAR AMOUNT MARKET (000) DESCRIPTION COUPON MATURITY VALUE TELECOMMUNICATIONS 0.0% $ 76 KPNQwest NV (Netherlands) (d)............. 10.000% 03/15/12 $ 190 220 KPNQwest NV (Netherlands) (Euro) (d)...... 10.000 03/15/12 540 ------------ 730 ------------ TOTAL CONVERTIBLE CORPORATE OBLIGATIONS 1.5%............................ 7,856,930 ------------ FOREIGN GOVERNMENT OBLIGATIONS 2.6% 365 Federal Republic of Brazil (Brazil)....... 11.000 01/11/12 223,563 4,304 Federal Republic of Brazil (Brazil)....... 8.000 04/15/14 2,684,916 2,812 Republic of Colombia (Columbia)........... 9.750 04/09/11 2,748,390 1,500 Republic of Columbia (Columbia)........... 9.750 04/23/09 1,398,750 5,905 United Mexican States (Mexico)............ 8.375 01/14/11 6,303,588 ------------ TOTAL FOREIGN GOVERNMENT OBLIGATIONS..................................... 13,359,207 ------------ EQUITIES 3.1% AT&T Canada, Inc., Class B (31,718 ADR Common Shares) (Canada) (f).............................................. $ 1,015,928 Broadwing Communications, Inc. (73,300 Preferred Shares, 12.50% coupon, $1,000 par per share)...................... 733,000 Contour Energy Co. (75,000 Common Shares) (f)............... 2,887 DecisionOne Corp. (14,162 Common Stock Warrants Class B) (f)....................................................... 0 DecisionOne Corp. (14,661 Common Shares) (f)................ 0 DecisionOne Corp. (8,219 Common Stock Warrants Class A) (f)....................................................... 0 DecisionOne Corp. (8,400 Common Stock Warrants Class C) (f)....................................................... 0 Dobson Communications Corp. (34,810 Preferred Shares, 13.00% coupon, $1,000 par per share) (g)......................... 774,522 Focal Communications Corp. (1,256 Common Shares) (f)........ 1,294 Globalstar Telecommunications, 144A--Private Placement (285 Common Stock Warrants) (a) (f)............................ 3 GT Group Telecom, Inc., 144A--Private Placement (12,590 Common Stock Warrants) (Canada) (a) (f)................... 126 HF Holdings, Inc. (36,820 Common Stock Warrants) (f)........ 368 Intermedia Communications, Inc. (14,730 Preferred Shares, Ser B, 13.50% coupon, $1,000 par per share)............... 62,602 Intersil Holding Corp., Class A (31,481 Common Shares) (f)....................................................... 532,659 IPCS, Inc., 144A--Private Placement (9,675 Common Stock Warrants) (a) (f)......................................... 97 Jazztel PLC (3,450 Common Stock Warrants) (United Kingdom) (f)....................................................... 34 McLeodUSA, Inc. (24,783 Preferred Shares, Ser A) (f)........ 58,488 McLeodUSA, Inc. (54,917 Common Stock Warrants) (f).......... 4,943 See Notes to Financial Statements 21 YOUR FUND'S INVESTMENTS August 31, 2002 MARKET DESCRIPTION VALUE EQUITIES (CONTINUED) McLeodUSA, Inc., Class A (3,462 Common Shares) (f).......... $ 1,350 Mediq, Inc. (5,526 Common Shares) (f)....................... 30,006 Motient Corp. (22,388 Common Shares) (f).................... 28,657 Motient Corp., 144A--Private Placement (300 Common Stock Warrants) (a) (f)......................................... 3 Nextel Communications, Inc. (60,290 Preferred Shares, Ser D, 13.00% coupon, $1,000 par per share) (f) (g).............. 3,753,052 Nextlink Communications, Inc. (2,490 Preferred Shares, Ser B, 13.50% coupon, $1,000 par per share) (d) (f) (g)....... 25 NTL, Inc., 144A--Private Placement (6,889 Common Stock Warrants) (a) (f)......................................... 1,206 Occidente Y Caribe Celular SA, 144A--Private Placement (20,850 Common Stock Warrants) (a) (f).................... 208 Ono Finance PLC, 144A--Private Placement (4,710 Common Stock Warrants) (United Kingdom) (a) (f)........................ 1,766 OpTel, Inc. (3,275 Common Shares) (f)....................... 33 Park N View, Inc., 144A--Private Placement (3,000 Common Stock Warrants) (a) (d) (f)............................... 30 Paxon Communication Corp. (35,300 Preferred Shares, 13.25% coupon, $1,000 par per share) (g)......................... 2,126,825 PF Net Communications, Inc., 144A--Private Placement (3,500 Common Stock Warrants) (a) (f)............................ 35 Pioneer Cos., Inc. (71,438 Common Shares) (f)............... 128,588 Primus Telecommunications Group (2,000 Common Stock Warrants) (f)............................................. 20 Republic Technologies International, Inc., 144A--Private Placement (7,525 Common Stock Warrants) (a) (d) (f)....... 75 Rural Cellular Corp. (115,160 Preferred Shares, 11.375% coupon, $1,000 par per share) (g)......................... 2,331,990 Song Networks Holding AB (5,195 ADR Common Shares) (Sweden) (f)....................................................... 312 Star Gas Partners, L.P. (1,219 Units of Limited Partnership Interests)................................................ 22,137 Startec Global Communications, 144A--Private Placement (8,100 Common Stock Warrants) (a) (f)..................... 81 Terex Corp. (28,000 Common Stock Rights) (f)................ 0 TNP Enterprises, Inc. (48,850 Preferred Shares, Ser D, 14.50% coupon, $1,000 par per share) (g).................. 4,408,712 UIH Australia/Pacific, Inc. (5,000 Common Stock Warrants) (f)....................................................... 50 VS Holdings, Inc. (568,177 Common Shares) (f)............... 106,079 ------------ TOTAL EQUITIES 3.1%........................................ 16,128,191 ------------ TOTAL LONG-TERM INVESTMENTS 91.2% (Cost $766,536,651)..................................... 468,881,805 See Notes to Financial Statements 22 YOUR FUND'S INVESTMENTS August 31, 2002 MARKET DESCRIPTION VALUE REPURCHASE AGREEMENT 7.0% Banc of America Securities LLC ($35,755,000 par collateralized by U.S. Government obligations in a pooled cash account, dated 08/30/02, to be sold on 09/03/02 at $35,762,350) (Cost $35,755,000)........................... $ 35,755,000 ------------ TOTAL INVESTMENTS 98.2% (Cost $802,291,651)..................................... 504,636,805 OTHER ASSETS IN EXCESS OF LIABILITIES 1.8%................. 9,378,151 ------------ NET ASSETS 100.0%.......................................... $514,014,956 ============ * Zero coupon bond (a) 144A securities are those which are exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These securities may only be resold in transactions exempt from registration which are normally those transactions with qualified institutional buyers. (b) Security is a "step-up" bond where the coupon increases or steps up at a predetermined date. (c) Non-income producing as security is in default. (d) This borrower has filed for protection in federal bankruptcy court. (e) Assets segregated as collateral for open forward transactions. (f) Non-income producing security. (g) Payment-in-kind security. ADR--American Depositary Receipt LYON--Liquid Yield Option Note See Notes to Financial Statements 23 FINANCIAL STATEMENTS Statement of Assets and Liabilities August 31, 2002 ASSETS: Total Investments (Cost $802,291,651)....................... $ 504,636,805 Cash........................................................ 137 Receivables: Interest.................................................. 12,202,144 Investments Sold.......................................... 2,856,326 Fund Shares Sold.......................................... 1,882,248 Other....................................................... 142,276 -------------- Total Assets............................................ 521,719,936 -------------- LIABILITIES: Payables: Investments Purchased..................................... 2,992,561 Income Distributions...................................... 1,857,922 Fund Shares Repurchased................................... 1,779,797 Distributor and Affiliates................................ 358,060 Investment Advisory Fee................................... 233,612 Accrued Expenses............................................ 240,585 Trustees' Deferred Compensation and Retirement Plans........ 202,239 Forward Foreign Currency Contract........................... 40,204 -------------- Total Liabilities....................................... 7,704,980 -------------- NET ASSETS.................................................. $ 514,014,956 ============== NET ASSETS CONSIST OF: Capital (Par value of $.01 per share with an unlimited number of shares authorized).............................. $1,043,498,574 Accumulated Undistributed Net Investment Income............. (15,440,098) Accumulated Net Realized Loss............................... (216,352,369) Net Unrealized Depreciation................................. (297,691,151) -------------- NET ASSETS.................................................. $ 514,014,956 ============== MAXIMUM OFFERING PRICE PER SHARE: Class A Shares: Net asset value and redemption price per share (Based on net assets of $308,491,152 and 97,857,778 shares of beneficial interest issued and outstanding)............. $ 3.15 Maximum sales charge (4.75%* of offering price)......... .16 -------------- Maximum offering price to public........................ $ 3.31 ============== Class B Shares: Net asset value and offering price per share (Based on net assets of $168,775,463 and 53,339,192 shares of beneficial interest issued and outstanding)............. $ 3.16 ============== Class C Shares: Net asset value and offering price per share (Based on net assets of $36,748,341 and 11,725,410 shares of beneficial interest issued and outstanding)............. $ 3.13 ============== * On sales of $100,000 or more, the sales charge will be reduced. See Notes to Financial Statements 24 Statement of Operations For the Year Ended August 31, 2002 INVESTMENT INCOME: Interest.................................................... $ 66,552,051 Dividends................................................... 3,097,476 Other....................................................... 220,910 ------------- Total Income............................................ 69,870,437 ------------- EXPENSES: Distribution (12b-1) and Service Fees (Attributed to Classes A, B and C of $837,049, $2,125,854 and $472,001, respectively)............................................. 3,434,904 Investment Advisory Fee..................................... 3,304,154 Shareholder Services........................................ 1,270,257 Custody..................................................... 74,598 Trustees' Fees and Related Expenses......................... 28,115 Legal....................................................... 21,969 Other....................................................... 414,372 ------------- Total Expenses.......................................... 8,548,369 Less Credits Earned on Cash Balances.................... 26,011 ------------- Net Expenses............................................ 8,522,358 ------------- NET INVESTMENT INCOME....................................... $ 61,348,079 ============= REALIZED AND UNREALIZED GAIN/LOSS: Realized Gain/Loss: Investments............................................... $ (74,250,601) Forward Foreign Currency Contract......................... (1,090,095) Foreign Currency Transactions............................. 138,555 ------------- Net Realized Loss........................................... (75,202,141) ------------- Unrealized Appreciation/Depreciation: Beginning of the Period................................... (208,501,760) ------------- End of the Period: Investments............................................. (297,654,846) Forward Foreign Currency Contract....................... (40,204) Foreign Currency Translation............................ 3,899 ------------- (297,691,151) ------------- Net Unrealized Depreciation During the Period............... (89,189,391) ------------- NET REALIZED AND UNREALIZED LOSS............................ $(164,391,532) ============= NET DECREASE IN NET ASSETS FROM OPERATIONS.................. $(103,043,453) ============= See Notes to Financial Statements 25 Statements of Changes in Net Assets YEAR ENDED YEAR ENDED AUGUST 31, 2002 AUGUST 31, 2001 ---------------------------------- FROM INVESTMENT ACTIVITIES: Operations: Net Investment Income................................ $ 61,348,079 $ 76,409,177 Net Realized Loss.................................... (75,202,141) (76,486,992) Net Unrealized Depreciation During the Period........ (89,189,391) (75,914,495) ------------- ------------- Change in Net Assets from Operations................. (103,043,453) (75,992,310) ------------- ------------- Distributions from Net Investment Income: Class A Shares..................................... (39,465,139) (48,820,753) Class B Shares..................................... (22,497,111) (27,920,646) Class C Shares..................................... (5,037,475) (6,374,410) ------------- ------------- (66,999,725) (83,115,809) ------------- ------------- Return of Capital Distribution: Class A Shares..................................... (3,148,224) (689,811) Class B Shares..................................... (1,750,514) (397,113) Class C Shares..................................... (390,906) (91,210) ------------- ------------- (5,289,644) (1,178,134) ------------- ------------- Total Distributions.................................. (72,289,369) (84,293,943) ------------- ------------- NET CHANGE IN NET ASSETS FROM INVESTMENT ACTIVITIES.. (175,332,822) (160,286,253) ------------- ------------- FROM CAPITAL TRANSACTIONS: Proceeds from Shares Sold............................ 230,137,084 340,214,717 Net Asset Value of Shares Issued Through Dividend Reinvestment....................................... 44,727,982 48,871,390 Cost of Shares Repurchased........................... (288,241,556) (319,107,793) ------------- ------------- NET CHANGE IN NET ASSETS FROM CAPITAL TRANSACTIONS... (13,376,490) 69,978,314 ------------- ------------- TOTAL DECREASE IN NET ASSETS......................... (188,709,312) (90,307,939) NET ASSETS: Beginning of the Period.............................. 702,724,268 793,032,207 ------------- ------------- End of the Period (Including accumulated undistributed net investment income of ($15,440,098) and ($7,555,855), respectively)...... $ 514,014,956 $ 702,724,268 ============= ============= See Notes to Financial Statements 26 Financial Highlights THE FOLLOWING SCHEDULE PRESENTS FINANCIAL HIGHLIGHTS FOR ONE SHARE OF THE FUND OUTSTANDING THROUGHOUT THE PERIODS INDICATED. YEAR ENDED AUGUST 31, CLASS A SHARES -------------------------------------------- 2002 (a) 2001 2000 1999 1998 -------------------------------------------- NET ASSET VALUE, BEGINNING OF THE PERIOD............................. $ 4.23 $ 5.24 $ 5.68 $ 6.06 $ 6.55 ------- ------ ------ ------ ------ Net Investment Income.............. .39 .51 .59 .63 .61 Net Realized and Unrealized Loss... (1.01) (.96) (.43) (.37) (.48) ------- ------ ------ ------ ------ Total from Investment Operations..... (.62) (.45) .16 .26 .13 ------- ------ ------ ------ ------ Less: Distributions from Net Investment Income........................... .43 .55 .60 .64 .62 Return of Capital Distributions.... .03 .01 -0- -0- -0- ------- ------ ------ ------ ------ Total Distributions.................. .46 .56 .60 .64 .62 ------- ------ ------ ------ ------ NET ASSET VALUE, END OF THE PERIOD... $ 3.15 $ 4.23 $ 5.24 $ 5.68 $ 6.06 ======= ====== ====== ====== ====== Total Return (b)..................... -15.75% -9.04% 3.09% 4.41% 1.66% Net Assets at End of the Period (In millions).......................... $ 308.5 $394.4 $465.0 $492.4 $499.3 Ratio of Expenses to Average Net Assets............................. 1.08% 1.05% 1.03% 1.03% 1.00% Ratio of Net Investment Income to Average Net Assets................. 10.39% 10.93% 10.90% 10.65% 9.33% Portfolio Turnover................... 83% 80% 68% 51% 90% (a) As required, effective September 1, 2001, the Fund has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on fixed income securities and presenting paydown gains and losses on mortgage- and asset-backed securities as interest income. The effect of these changes for the period ended August 31, 2002 was to decrease the ratio of net investment income to average net assets from 10.49% to 10.39%. Net investment income per share and net realized gains and losses per share were unaffected by the adjustments. Per share, ratios and supplemental data for periods prior to August 31, 2002 have not been restated to reflect this change in presentation. (b) Assumes reinvestment of all distributions for the period and does not include payment of the maximum sales charge of 4.75% or contingent deferred sales charge (CDSC). On purchases of $1 million or more, a CDSC of 1% may be imposed on certain redemptions made within one year of purchase. If the sales charges were included, total returns would be lower. These returns include combined Rule 12b-1 fees and service fees of up to .25% and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. See Notes to Financial Statements 27 Financial Highlights THE FOLLOWING SCHEDULE PRESENTS FINANCIAL HIGHLIGHTS FOR ONE SHARE OF THE FUND OUTSTANDING THROUGHOUT THE PERIODS INDICATED. YEAR ENDED AUGUST 31, CLASS B SHARES -------------------------------------------- 2002 (a) 2001 2000 1999 1998 -------------------------------------------- NET ASSET VALUE, BEGINNING OF THE PERIOD.............................. $ 4.24 $ 5.25 $ 5.68 $ 6.06 $ 6.56 ------- ------ ------ ------ ------ Net Investment Income............... .35 .48 .55 .58 .57 Net Realized and Unrealized Loss.... (1.01) (.97) (.43) (.37) (.49) ------- ------ ------ ------ ------ Total from Investment Operations...... (.66) (.49) .12 .21 .08 ------- ------ ------ ------ ------ Less: Distributions from Net Investment Income............................ .39 .51 .55 .59 .58 Return of Capital Distributions..... .03 .01 -0- -0- -0- ------- ------ ------ ------ ------ Total Distributions................... .42 .52 .55 .59 .58 ------- ------ ------ ------ ------ NET ASSETS VALUE, END OF THE PERIOD... $ 3.16 $ 4.24 $ 5.25 $ 5.68 $ 6.06 ======= ====== ====== ====== ====== Total Return (b)...................... -16.12% -9.80% 2.43% 3.57% .77% Net Assets at End of the Period (In millions)........................... $ 168.8 $249.6 $268.7 $318.2 $283.1 Ratio of Expenses to Average Net Assets.............................. 1.84% 1.83% 1.78% 1.79% 1.79% Ratio of Net Investment Income to Average Net Assets.................. 9.67% 10.13% 10.15% 9.88% 8.52% Portfolio Turnover.................... 83% 80% 68% 51% 90% (a) As required, effective September 1, 2001, the Fund has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on fixed income securities and presenting paydown gains and losses on mortgage- and asset-backed securities as interest income. The effect of these changes for the period ended August 31, 2002 was to decrease the ratio of net investment income to average net assets from 9.77% to 9.67%. Net investment income per share and net realized gains and losses per share were unaffected by the adjustments. Per share, ratios and supplemental data for periods prior to August 31, 2002 have not been restated to reflect this change in presentation. (b) Assumes reinvestment of all distributions for the period and does not include payment of the maximum CDSC of 4% charged on certain redemptions made within the first and second year of purchase and declining to 0% after the fifth year. If the sales charge was included, total returns would be lower. These returns include combined Rule 12b-1 fees and service fees of up to 1% and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. See Notes to Financial Statements 28 Financial Highlights THE FOLLOWING SCHEDULE PRESENTS FINANCIAL HIGHLIGHTS FOR ONE SHARE OF THE FUND OUTSTANDING THROUGHOUT THE PERIODS INDICATED. YEAR ENDED AUGUST 31, CLASS C SHARES ----------------------------------------------- 2002 (a) 2001 2000 1999 1998 ----------------------------------------------- NET ASSET VALUE, BEGINNING OF THE PERIOD............................. $ 4.20 $ 5.22 $ 5.65 $6.04 $6.53 ------- ------- ------ ----- ----- Net Investment Income.............. .35 .48 .55 .58 .57 Net Realized and Unrealized Loss... (1.00) (.98) (.43) (.38) (.49) ------- ------- ------ ----- ----- Total from Investment Operations..... (.65) (.50) .12 .20 .08 ------- ------- ------ ----- ----- Less: Distributions from Net Investment Income........................... .39 .51 .55 .59 .57 Return of Capital Distributions.... .03 .01 -0- -0- -0- ------- ------- ------ ----- ----- Total Distributions.................. .42 .52 .55 .59 .57 ------- ------- ------ ----- ----- NET ASSET VALUE, END OF THE PERIOD... $ 3.13 $ 4.20 $ 5.22 $5.65 $6.04 ======= ======= ====== ===== ===== Total Return (b)..................... -16.04% -10.06% 2.45% 3.42% .93% Net Assets at End of the Period (In millions).......................... $ 36.7 $ 58.7 $ 59.4 $67.3 $55.8 Ratio of Expenses to Average Net Assets............................. 1.84% 1.82% 1.78% 1.79% 1.79% Ratio of Net Investment Income to Average Net Assets................. 9.68% 10.12% 10.15% 9.87% 8.49% Portfolio Turnover................... 83% 80% 68% 51% 90% (a) As required, effective September 1, 2001, the Fund has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on fixed income securities and presenting paydown gains and losses on mortgage- and asset-backed securities as interest income. The effect of these changes for the period ended August 31, 2002 was to decrease the ratio of net investment income to average net assets from 9.78% to 9.68%. Net investment income per share and net realized gains and losses per share were unaffected by the adjustments. Per share, ratios and supplemental data for periods prior to August 31, 2002 have not been restated to reflect this change in presentation. (b) Assumes reinvestment of all distributions for the period and does not include payment of the maximum CDSC of 1% charged on certain redemptions made within one year of purchase. If the sales charge was included, total returns would be lower. These returns include combined Rule 12b-1 fees and service fees of up to 1% and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. See Notes to Financial Statements 29 NOTES TO FINANCIAL STATEMENTS August 31, 2002 1. SIGNIFICANT ACCOUNTING POLICIES Van Kampen High Income Corporate Bond Fund (the "Fund") is organized as a Delaware business trust, and is registered as a diversified, open-end management investment company under the Investment Company Act of 1940 (the "1940 Act"), as amended. The Fund's primary investment objective is to seek to maximize current income. Capital appreciation is a secondary objective which is sought only when consistent with the Fund's primary investment objective. The Fund commenced investment operations on October 2, 1978. The distribution of the Fund's Class B and Class C shares commenced on July 2, 1992 and July 6, 1993, respectively. The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. A. SECURITY VALUATION Fixed income investments and preferred stock are stated at value using market quotations or indications of value obtained from an independent pricing service. Investments in securities listed on a securities exchange are valued at their sale price as of the close of such securities exchange. Listed and unlisted securities for which the last sale price is not available are valued at the mean of the bid and asked prices. For those securities where quotations or prices are not available, valuations are determined in accordance with procedures established in good faith by the Board of Trustees. Short-term securities with remaining maturities of 60 days or less are valued at amortized cost, which approximates market value. B. SECURITY TRANSACTIONS Security transactions are recorded on a trade date basis. Realized gains and losses are determined on an identified cost basis. The Fund may purchase and sell securities on a "when-issued" or "delayed delivery" basis, with settlement to occur at a later date. The value of the security so purchased is subject to market fluctuations during this period. The Fund will maintain, in a segregated account with its custodian, assets having an aggregate value at least equal to the amount of the when-issued or delayed delivery purchase commitments until payment is made. At August 31, 2002, there were no when-issued or delayed delivery purchase commitments. 30 NOTES TO FINANCIAL STATEMENTS August 31, 2002 The Fund may invest in repurchase agreements, which are short-term investments in which the Fund acquires ownership of a debt security and the seller agrees to repurchase the security at a future time and specified price. The Fund may invest independently in repurchase agreements, or transfer uninvested cash balances into a pooled cash account along with other investment companies advised by Van Kampen Asset Management Inc. (the "Adviser") or its affiliates the daily aggregate of which is invested in repurchase agreements. Repurchase agreements are fully collateralized by the underlying debt security. The Fund will make payment for such securities only upon physical delivery or evidence of book entry transfer to the account of the custodian bank. The seller is required to maintain the value of the underlying security at not less than the repurchase proceeds due the Fund. C. INCOME AND EXPENSES Interest income is recorded on an accrual basis and dividend income is recorded on the ex-dividend date. Discounts on debt securities are accreted and premiums are amortized over the expected life of each applicable security. Income and expenses of the Fund are allocated on a pro rata basis to each class of shares, except for distribution and service fees and transfer agency costs which are unique to each class of shares. As required, effective September 1, 2001, the Fund has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on fixed income securities. Prior to September 1, 2001, the Fund did not amortize premiums on fixed income securities. The cumulative effect of this accounting change had no impact on total net assets of the Fund, but resulted in a $1,168,050 reduction in cost of securities and a corresponding $1,168,050 decrease in net unrealized depreciation based on securities held by the Fund on September 1, 2001. The effect of this change for the year ended August 31, 2002 was to decrease net investment income by $607,466; increase net unrealized depreciation by $187,544, and decrease net realized loss by $795,010. The statement of changes in net assets and financial highlights for prior periods have not been restated to reflect this change in presentation. The revised version of the Guide also requires that paydown gains and losses on mortgage- and asset-backed securities be presented as interest income. Previously, paydown gains and losses on mortgage- and asset-backed securities were shown as a component of realized gain/loss. The effect of this change for the year ended August 31, 2002 was an increase in net investment income and an increase in net realized loss of $2,329. 31 NOTES TO FINANCIAL STATEMENTS August 31, 2002 D. FEDERAL INCOME TAXES It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. Therefore, no provision for federal income taxes is required. The Fund intends to utilize provisions of the federal income tax laws which allow it to carry a realized capital loss forward for eight years following the year of the loss and offset such losses against any future realized capital gains. At August 31, 2002, the Fund had an accumulated capital loss carryforward for tax purposes of $149,845,954 which expires between August 31, 2003 and August 31, 2010. Of this amount, $8,026,371 will expire on August 31, 2003. At August 31, 2002, the cost and related gross unrealized appreciation and depreciation are as follows: Cost of investments for tax purposes........................ $ 806,115,303 ------------- Gross tax unrealized appreciation........................... $ 10,336,941 Gross tax unrealized depreciation........................... (311,815,439) ------------- Net tax unrealized depreciation on investments.............. $(301,478,498) ============= E. DISTRIBUTION OF INCOME AND GAINS The Fund declares daily and pays monthly dividends from net investment income. Net realized gains, if any, are distributed annually. Distributions from net realized gains for book purposes may include short-term capital gains which are included in ordinary income for tax purposes. The tax character of distributions paid during 2002 and 2001 was as follows: 2002 2001 Distributions paid from: Ordinary income......................................... $67,777,960 $78,237,130 Long-term capital gain.................................. 0 0 Return of capital....................................... 5,289,644 1,176,956 ----------- ----------- $73,067,604 $79,414,086 =========== =========== Due to inherent differences in the recognition of income, expenses and realized gains/losses under accounting principles generally accepted in the United States of America and federal income tax purposes, permanent book and tax basis differences relating to the return of capital distributions of $5,288,466 were reclassified from accumulated undistributed net investment income to capital. Additionally, permanent book and tax differences of $109,500 related to consent fee income and net realized foreign currency gains totaling $951,540 were reclassified from accumulated undistributed net investment income to accumulated 32 NOTES TO FINANCIAL STATEMENTS August 31, 2002 net realized loss. Also, $2,329 relating to the recognition of net realized gains on paydowns of mortgage pool obligations was reclassed from accumulated undistributed net investment income to accumulated net realized loss. Net realized gains or losses may differ for financial reporting and tax purposes primarily as a result of post October losses which are not realized for tax purposes until the first day of the following fiscal year, gains or losses recognized for tax purposes on open forward transactions and the deferral of losses relating to wash sale transactions. F. EXPENSE REDUCTIONS During the year ended August 31, 2002, the Fund's custody fee was reduced by $26,011 as a result of credits earned on cash balances. G. FOREIGN CURRENCY TRANSLATION Asset and liabilities denominated in foreign currencies and commitments under forward foreign currency contracts are translated into U.S. dollars at the mean of the quoted bid and ask prices of such currencies against the U.S. dollar. Purchases and sales of portfolio securities are translated at the rate of exchange prevailing when such securities were acquired or sold. Realized gain and loss on foreign currency transactions on the Statement of Operations includes the net realized amount from the sale of foreign currency and the amount realized between trade date and settlement date on securities transactions. Income and expenses are translated at rates prevailing when accrued. 2. INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES Under the terms of the Fund's Investment Advisory Agreement, the Adviser will provide investment advice and facilities to the Fund for an annual fee payable monthly as follows: AVERAGE DAILY NET ASSETS % PER ANNUM First $150 million.......................................... .625% Next $150 million........................................... .550% Over $300 million........................................... .500% For the year ended August 31, 2002, the Fund recognized expenses of approximately $22,000 representing legal services provided by Skadden, Arps, Slate, Meagher & Flom (Illinois), counsel to the Fund, of which a trustee of the Fund is an affiliated person. Under an Accounting Services Agreement, the Adviser provides accounting services to the Fund. The Adviser allocates the cost of such services to each fund. For the year ended August 31, 2002, the Fund recognized expenses of 33 NOTES TO FINANCIAL STATEMENTS August 31, 2002 approximately $48,300 representing Van Kampen Investments Inc.'s or its affiliates' (collectively "Van Kampen") cost of providing accounting services to the Fund which are reported as part of "Other" expenses in the Statement of Operations. Van Kampen Investor Services Inc. (VKIS), an affiliate of the Adviser, serves as the shareholder servicing agent for the Fund. For the year ended August 31, 2002, the Fund recognized expenses of approximately $1,073,000 representing transfer agency fees paid to VKIS. Transfer agency fees are determined through negotiations with the Fund's Board of Trustees and are based on competitive market benchmarks. Certain officers and trustees of the Fund are also officers and directors of Van Kampen. The Fund does not compensate its officers or trustees who are officers of Van Kampen. The Fund provides deferred compensation and retirement plans for its trustees who are not officers of Van Kampen. Under the deferred compensation plan, trustees may elect to defer all or a portion of their compensation. Amounts deferred are retained by the Fund and to the extent permitted by the 1940 Act, as amended, may be invested in the common shares of those funds selected by the trustees. Investments in such funds of $106,681 are included in "Other" assets on the Statement of Assets and Liabilities at August 31, 2002. Appreciation/ depreciation and distributions received from these investments are recorded with an offsetting increase/decrease in the deferred compensation obligation and do not affect the net asset value of the Fund. Benefits under the retirement plan are payable upon retirement for a ten-year period and are based upon each trustee's years of service to the Fund. The maximum annual benefit per trustee under the plan is $2,500. 34 NOTES TO FINANCIAL STATEMENTS August 31, 2002 3. CAPITAL TRANSACTIONS At August 31, 2002, capital aggregated $714,367,276, $267,698,375 and $61,432,923 for Classes A, B and C, respectively. For the year ended August 31, 2002, transactions were as follows: SHARES VALUE Sales: Class A............................................... 43,036,471 $ 156,947,668 Class B............................................... 14,393,907 54,065,376 Class C............................................... 5,086,893 19,124,040 ----------- ------------- Total Sales............................................. 62,517,271 $ 230,137,084 =========== ============= Dividend Reinvestment: Class A............................................... 7,663,334 $ 28,081,716 Class B............................................... 3,700,189 13,621,096 Class C............................................... 827,467 3,025,170 ----------- ------------- Total Dividend Reinvestment............................. 12,190,990 $ 44,727,982 =========== ============= Repurchases: Class A............................................... (46,154,430) $(170,429,188) Class B............................................... (23,650,355) (87,390,797) Class C............................................... (8,155,800) (30,421,571) ----------- ------------- Total Repurchases....................................... (77,960,585) $(288,241,556) =========== ============= 35 NOTES TO FINANCIAL STATEMENTS August 31, 2002 At August 31, 2001, capital aggregated $702,941,005, $289,139,154, and $70,083,371 for Classes A, B and C, respectively. For the year ended August 31, 2001, transactions were as follows: SHARES VALUE Sales: Class A............................................... 39,566,053 $ 183,387,498 Class B............................................... 25,823,429 121,621,870 Class C............................................... 7,516,010 35,205,349 ----------- ------------- Total Sales............................................. 72,905,492 $ 340,214,717 =========== ============= Dividend Reinvestment: Class A............................................... 6,736,427 $ 30,752,478 Class B............................................... 3,217,974 14,676,957 Class C............................................... 761,816 3,441,955 ----------- ------------- Total Dividend Reinvestment............................. 10,716,217 $ 48,871,390 =========== ============= Repurchases: Class A............................................... (41,661,180) $(193,713,914) Class B............................................... (21,292,875) (99,170,760) Class C............................................... (5,683,215) (26,223,119) ----------- ------------- Total Repurchases....................................... (68,637,270) $(319,107,793) =========== ============= Class B Shares purchased on or after June 1, 1996, and any dividend reinvestment plan Class B Shares received thereon, automatically convert to Class A Shares eight years after the end of the calendar month in which the shares were purchased. Class B Shares purchased before June 1, 1996, and any dividend reinvestment plan Class B Shares received thereon, automatically convert to Class A Shares six years after the end of the calendar month in which the shares were purchased. For the years ended August 31, 2002 and 2001, 2,088,300 and 1,820,303 Class B Shares automatically converted to Class A Shares, respectively, and are shown in the above table as sales of Class A Shares and repurchases of Class B Shares. Class C Shares purchased before January 1, 1997, and any dividend reinvestment plan Class C Shares received on such shares, automatically convert to Class A Shares ten years after the end of the calendar month in which such shares were purchased. Class C Shares purchased on or after January 1, 1997 do not possess a conversion feature. For the years ended August 31, 2002 and 2001, no Class C Shares converted to Class A Shares. Class B and C Shares are offered without a front end sales charge, but are subject to a contingent deferred sales charge (CDSC). The CDSC will be imposed on most redemptions made within five 36 NOTES TO FINANCIAL STATEMENTS August 31, 2002 years of the purchase for Class B Shares and one year of the purchase for Class C Shares as detailed in the following schedule. CONTINGENT DEFERRED SALES CHARGE AS A PERCENTAGE OF DOLLAR AMOUNT SUBJECT TO CHARGE -------------------------- YEAR OF REDEMPTION CLASS B CLASS C First..................................................... 4.00% 1.00% Second.................................................... 4.00% None Third..................................................... 3.00% None Fourth.................................................... 2.50% None Fifth..................................................... 1.50% None Sixth and Thereafter...................................... None None For the year ended August 31, 2002, Van Kampen, as Distributor for the Fund, received net commissions on sales of the Fund's Class A Shares of approximately $125,600 and CDSC on redeemed shares of approximately $608,200. Sales charges do not represent expenses of the Fund. On October 27, 2000, the Fund acquired all of the assets and liabilities of the Van Kampen High Yield and Total Return Fund (the "VKHYTR Fund") through a tax free reorganization approved by VKHYTR Fund shareholders on October 11, 2000. The Fund issued 1,164,310, 3,514,197 and 907,160 shares of Classes A, B and C valued at $5,670,192, $17,149,280, and $4,399,728, respectively, in exchange for VKHYTR Fund's net assets. The shares of VKHYTR Fund were converted into Fund shares at a ratio of .5025 to 1, .5045 to 1 and .5013 to 1, for Classes A, B and C, respectively. Included in these net assets was a capital loss carryforward of $2,747,360 and deferred wash sale losses of $49,802 which is included in accumulated net realized gain/loss. Net unrealized depreciation of VKHYTR Fund as of October 27, 2000 was $5,150,365. Shares issued in connection with this reorganization are included in proceeds from shares sold for the year ended August 31, 2001. Combined net assets on the day of reorganization were $721,982,089. 4. INVESTMENT TRANSACTIONS During the period, the cost of purchases and proceeds from sales of investments, excluding short-term investments, were $479,519,991 and $510,469,820, respectively. 37 NOTES TO FINANCIAL STATEMENTS August 31, 2002 5. DERIVATIVE FINANCIAL INSTRUMENTS A derivative financial instrument in very general terms refers to a security whose value is "derived" from the value of an underlying asset, reference rate or index. The Fund has a variety of reasons to use derivative instruments, such as to attempt to protect the Fund against possible changes in the market value of its portfolio, manage the Fund's effective yield, foreign currency exposure, maturity and duration or generate potential gain. All of the Fund's holdings, including derivative instruments, are marked to market each day with the change in value reflected in unrealized appreciation/depreciation. Upon disposition, a realized gain or loss is recognized accordingly, except when taking delivery of a security underlying a futures or forward commitment. In these instances, the recognition of gain or loss is postponed until the disposal of the security underlying the futures or forward commitment. Purchasing securities on a forward commitment involves a risk that the market value at the time of delivery may be lower than the agreed upon purchase price resulting in an unrealized loss. Selling securities on a forward commitment involves different risks and can result in losses more significant than those arising from the purchase of such securities. Risks may arise as a result of the potential inability of the counterparties to meet the terms of their contracts. A forward foreign currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate. Upon the settlement of the contract, a realized gain or loss is recognized and is included as a component of realized gain/loss on forwards. Risks may arise as a result of the potential inability of the counterparties to meet the terms of their contracts. The following forward foreign currency contract was outstanding as of August 31, 2002: UNREALIZED CURRENT APPRECIATION/ VALUE DEPRECIATION SHORT CONTRACT: Euro Currency, $9,975,000 expiring 10/28/02............................ $9,758,548 $(40,204) ========== ======== 38 NOTES TO FINANCIAL STATEMENTS August 31, 2002 6. DISTRIBUTION AND SERVICE PLANS With respect to its Class A Shares, Class B Shares and Class C Shares, the Fund and its shareholders have adopted a distribution plan pursuant to Rule 12b-1 under the 1940 Act, as amended, and a service plan (collectively the "Plans"). The Plans govern payments for: the distribution of the Fund's Class A Shares, Class B Shares and Class C Shares; the provision of ongoing shareholder services with respect to such classes of shares; and maintenance of shareholder accounts with respect to such classes of shares. Annual fees under the Plans of up to .25% of Class A average daily net assets and 1.00% each for Class B and Class C average daily net assets are accrued daily. Included in these fees for the year ended August 31, 2002 are payments retained by Van Kampen of approximately $1,798,600 and payments made to Morgan Stanley DW Inc., an affiliate of the Adviser, of approximately $110,600. 39 REPORT OF INDEPENDENT AUDITORS To the Shareholders and Board of Trustees of Van Kampen High Income Corporate Bond Fund We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Van Kampen High Income Corporate Bond Fund (the "Fund"), as of August 31, 2002, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The financial highlights of the Fund for each of the two years in the period ended August 31, 1999 were audited by other auditors whose report dated October 6, 1999 expressed an unqualified opinion on those financial highlights. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights. Our procedures included confirmation of securities owned as of August 31, 2002 by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund at August 31, 2002, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended in conformity with accounting principles generally accepted in the United States. /s/ Ernst & Young LLP Chicago, Illinois October 7, 2002 40 VAN KAMPEN INVESTMENTS THE VAN KAMPEN FAMILY OF FUNDS Growth Aggressive Growth American Value Emerging Growth Enterprise Equity Growth Focus Equity Growth Mid Cap Growth Pace Select Growth Small Cap Growth Small Cap Value Tax Managed Equity Growth Technology Growth and Income Comstock Equity and Income Growth and Income Harbor Real Estate Securities Utility Value Value Opportunities Global/International Asian Equity Emerging Markets European Value Equity Global Equity Allocation Global Franchise Global Value Equity International Advantage International Magnum Latin American Worldwide High Income Income Corporate Bond Government Securities High Income Corporate Bond High Yield Limited Maturity Government U.S. Government Capital Preservation Reserve Tax Free Money Senior Loan Prime Rate Income Trust Senior Floating Rate Tax Free California Insured Tax Free High Yield Municipal* Insured Tax Free Income Intermediate Term Municipal Income Municipal Income New York Tax Free Income Pennsylvania Tax Free Income Strategic Municipal Income For more complete information, including risk considerations, fees, sales charges and ongoing expenses, please contact your financial advisor for a prospectus. Please read it carefully before you invest or send money. To view a current Van Kampen fund prospectus or to receive additional fund information, choose from one of the following: - visit our Web site at VANKAMPEN.COM-- to view a prospectus, select Download Prospectus [COMPUTER ICON] - call us at (800) 847-2424 Telecommunications Device for the Deaf (TDD) users, call (800) 421-2833. [PHONE ICON] - e-mail us by visiting VANKAMPEN.COM and selecting Contact Us [MAIL ICON] * Open to new investors for a limited time 41 BOARD OF TRUSTEES AND IMPORTANT ADDRESSES VAN KAMPEN HIGH INCOME CORPORATE BOND FUND BOARD OF TRUSTEES J. MILES BRANAGAN JERRY D. CHOATE LINDA HUTTON HEAGY R. CRAIG KENNEDY MITCHELL M. MERIN* JACK E. NELSON RICHARD F. POWERS, III* WAYNE W. WHALEN* - Chairman SUZANNE H. WOOLSEY INVESTMENT ADVISER VAN KAMPEN ASSET MANAGEMENT INC. 1 Parkview Plaza P.O. Box 5555 Oakbrook Terrace, Illinois 60181-5555 DISTRIBUTOR VAN KAMPEN FUNDS INC. 1 Parkview Plaza P.O. Box 5555 Oakbrook Terrace, Illinois 60181-5555 SHAREHOLDER SERVICING AGENT VAN KAMPEN INVESTOR SERVICES INC. P.O. Box 218256 Kansas City, Missouri 64121-8256 CUSTODIAN STATE STREET BANK AND TRUST COMPANY 225 Franklin Street P.O. Box 1713 Boston, Massachusetts 02110 LEGAL COUNSEL SKADDEN, ARPS, SLATE, MEAGHER & FLOM (ILLINOIS) 333 West Wacker Drive Chicago, Illinois 60606 INDEPENDENT AUDITORS ERNST & YOUNG LLP 233 South Wacker Drive Chicago, Illinois 60606 For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended August 31, 2002. For the fiscal year ended August 31, 2002, 5% of the dividends taxable as ordinary income qualified for the 70% dividends received deduction for corporations. In January, the Fund provides tax information to shareholders for the preceding calendar year. * "Interested persons" of the Fund, as defined in the Investment Company Act of 1940, as amended. 42 TRUSTEE AND OFFICER INFORMATION The business and affairs of the Fund are managed under the direction of the Fund's Board of Trustees and the Fund's officers appointed by the Board of Trustees. The tables below list the trustees and executive officers of the Fund and their principal occupations during the last five years, other directorships held by trustees 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 report. Trustees serve until reaching their retirement age or until their successors are duly elected and qualified. Officers are annually elected by the trustees. INDEPENDENT TRUSTEES NUMBER OF TERM OF FUNDS IN OFFICE AND FUND POSITION(S) LENGTH OF COMPLEX NAME, AGE AND ADDRESS HELD WITH TIME PRINCIPAL OCCUPATION(S) OVERSEEN OTHER DIRECTORSHIPS OF INDEPENDENT TRUSTEE FUND SERVED DURING PAST 5 YEARS BY TRUSTEE HELD BY TRUSTEE J. Miles Branagan (70) Trustee Trustee Private investor. 55 1632 Morning Mountain Road since 1991 Trustee/Director of funds Raleigh, NC 27614 in the Fund Complex. Co-founder, and prior to August 1996, Chairman, Chief Executive Officer and President, MDT Corporation (now known as Getinge/Castle, Inc., a subsidiary of Getinge Industrier AB), a company which develops, manufactures, markets and services medical and scientific equipment. 43 NUMBER OF TERM OF FUNDS IN OFFICE AND FUND POSITION(S) LENGTH OF COMPLEX NAME, AGE AND ADDRESS HELD WITH TIME PRINCIPAL OCCUPATION(S) OVERSEEN OTHER DIRECTORSHIPS OF INDEPENDENT TRUSTEE FUND SERVED DURING PAST 5 YEARS BY TRUSTEE HELD BY TRUSTEE Jerry D. Choate (64) Trustee Trustee Trustee/Director of funds 55 Director of Amgen Inc., a 53 Monarch Bay Drive since 1999 in the Fund Complex. biotechnological company, Dana Point, CA 92629 Prior to January 1999, and Director of Valero Chairman and Chief Energy Corporation, an Executive Officer of the independent refining Allstate Corporation company. ("Allstate") and Allstate Insurance Company. Prior to January 1995, President and Chief Executive Officer of Allstate. Prior to August 1994, various management positions at Allstate. Linda Hutton Heagy (54) Trustee Trustee Regional Managing Partner 55 Sears Tower since 1995 of Heidrick & Struggles, 233 South Wacker Drive an executive search firm. Suite 7000 Trustee/ Director of Chicago, IL 60606 funds in the Fund Complex. Trustee on the University of Chicago Hospitals Board, Vice Chair of the Board of the YMCA of Metropolitan Chicago and a member of the Women's Board of the University of Chicago. Prior to 1997, Partner, 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. Formerly, Executive Vice President of ABN AMRO, N.A., a Dutch bank holding company. Prior to 1992, Executive Vice President of La Salle National Bank. 44 NUMBER OF TERM OF FUNDS IN OFFICE AND FUND POSITION(S) LENGTH OF COMPLEX NAME, AGE AND ADDRESS HELD WITH TIME PRINCIPAL OCCUPATION(S) OVERSEEN OTHER DIRECTORSHIPS OF INDEPENDENT TRUSTEE FUND SERVED DURING PAST 5 YEARS BY TRUSTEE HELD BY TRUSTEE R. Craig Kennedy (50) Trustee Trustee Director and President, 55 1744 R Street, N.W. since 1995 German Marshall Fund of Washington, D.C. 20009 the United States, an independent U.S. foundation created to deepen understanding, promote collaboration and stimulate exchanges of practical experience between Americans and Europeans. Trustee/Director of funds in the Fund Complex. 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. Jack E. Nelson (66) Trustee Trustee President, Nelson 55 423 Country Club Drive since 1995 Investment Planning Winter Park, FL 32789 Services, Inc., a financial planning company and registered investment adviser in the State of Florida. President, Nelson Ivest Brokerage Services Inc., a member of the National Association of Securities Dealers, Inc. and Securities Investors Protection Corp. Trustee/ Director of funds in the Fund Complex. 45 NUMBER OF TERM OF FUNDS IN OFFICE AND FUND POSITION(S) LENGTH OF COMPLEX NAME, AGE AND ADDRESS HELD WITH TIME PRINCIPAL OCCUPATION(S) OVERSEEN OTHER DIRECTORSHIPS OF INDEPENDENT TRUSTEE FUND SERVED DURING PAST 5 YEARS BY TRUSTEE HELD BY TRUSTEE Suzanne H. Woolsey (60) Trustee Trustee Chief Communications 55 Director of Neurogen 2101 Constitution Ave., N.W. since 1999 Officer of the National Corporation, a Room 285 Academy of pharmaceutical company, Washington, D.C. 20418 Sciences/National since January 1998. Research Council, an independent, federally chartered policy institution, since 2001 and previously Chief Operating Officer from 1993 to 2001. Trustee/Director of funds in the Fund Complex. Director of the Institute for Defense Analyses, a federally funded research and development center, Director of the German Marshall Fund of the United States, Trustee of Colorado College and Vice Chair of the Board of the Council for Excellence in Government. 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. 46 INTERESTED TRUSTEES* NUMBER OF TERM OF FUNDS IN OFFICE AND FUND POSITION(S) LENGTH OF COMPLEX NAME, AGE AND ADDRESS HELD WITH TIME PRINCIPAL OCCUPATION(S) OVERSEEN OTHER DIRECTORSHIPS OF INDEPENDENT TRUSTEE FUND SERVED DURING PAST 5 YEARS BY TRUSTEE HELD BY TRUSTEE Mitchell M. Merin* (49) Trustee Trustee President and Chief 55 1221 Avenue of the Americas since 1999 Operating Officer of New York, NY 10020 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. Trustee/Director of funds in the Fund Complex. Previously Chief Strategic Officer of Morgan Stanley Investment Advisors Inc. and Morgan Stanley Services Company Inc. and Executive Vice President of Morgan Stanley Distributors Inc. April 1997-June 1998, Vice President of the Morgan Stanley Funds May 1997-April 1999, and Executive Vice President of Dean Witter, Discover & Co. prior to May 1997. 47 NUMBER OF TERM OF FUNDS IN OFFICE AND FUND POSITION(S) LENGTH OF COMPLEX NAME, AGE AND ADDRESS HELD WITH TIME PRINCIPAL OCCUPATION(S) OVERSEEN OTHER DIRECTORSHIPS OF INDEPENDENT TRUSTEE FUND SERVED DURING PAST 5 YEARS BY TRUSTEE HELD BY TRUSTEE Richard F. Powers, III* (56) Trustee and Trustee Chairman, President, 92 1 Parkview Plaza President since 1999 Chief Executive Officer, P.O. Box 5555 Director and Managing Oakbrook Terrace, IL 60181 Director of Van Kampen Investments. Chairman, Director and Chief Executive Officer of the Advisers, the Distributor and Van Kampen Advisors Inc. since 1998. Managing Director of the Advisers, the Distributor and Van Kampen Advisors Inc. since July 2001. Director and Officer of certain other subsidiaries of Van Kampen Investments. Chief Sales and Marketing Officer of Morgan Stanley. Asset Management, Trustee/Director and President or Trustee, President and Chairman of the Board 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. Wayne W. Whalen* (63) Trustee Trustee Partner in the law firm 92 333 West Wacker Drive since 1995 of Skadden, Arps, Slate, Chicago, IL 60606 Meagher & Flom (Illinois), legal counsel to funds in the Fund Complex. Trustee/ Director/Managing General Partner of funds in the Fund Complex. * Such trustee 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 positions with Morgan Stanley or its affiliates. 48 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 (61) Vice President Officer Managing Director and Chief Investment Officer of Van Kampen 2800 Post Oak Blvd. since 1998 Investments, and Managing Director and President of the 45th Floor Advisers and Van Kampen Advisors Inc. Executive Vice Houston, TX 77056 President and Chief Investment Officer of funds in the Fund Complex. 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. Joseph J. McAlinden (59) Chief Investment Officer Managing Director and Chief Investment Officer of Morgan 1221 Avenue of the Americas Officer since 2002 Stanley Investment Advisors Inc., Morgan Stanley Investment New York, NY 10020 Management Inc. and Morgan Stanley Investments LP and Director of Morgan Stanley Trust for over 5 years. 49 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 A. Thomas Smith III (45) Vice President and Officer Managing Director and Director of Van Kampen Investments, 1221 Avenue of Secretary since 1999 Director of the Advisers, Van Kampen Advisors Inc., the the Americas Distributor, Investor Services and certain other New York, NY 10020 subsidiaries of Van Kampen Investments. Managing Director and General Counsel-Mutual Funds of Morgan Stanley Investment Advisors, Inc. Vice President or Principal Legal Officer 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 R. Reynoldson (49) Vice President Officer Executive Director of the Advisers and Van Kampen Advisors 1 Parkview Plaza since 2000 Inc. Vice President of funds in the Fund Complex. Prior to Oakbrook Terrace, IL 60181 July 2001, Principal and Co-head of 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, he managed the investment grade taxable group for the Advisers since July 1999. From July 1988 to June 1999, he managed the government securities bond group for Asset Management. Mr. Reynoldson has been with Asset Management since April 1987. 50 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 L. Sullivan (47) Vice President, Chief Officer Executive Director of Van Kampen Investments, the Advisers 1 Parkview Plaza Financial Officer and since 1996 and Van Kampen Advisors Inc. Vice President, Chief Financial Oakbrook Terrace, IL 60181 Treasurer Officer and Treasurer of funds in the Fund Complex. Head of Fund Accounting for Morgan Stanley Investment Management. John H. Zimmermann, III (44) Vice President Officer Managing Director and Director of Van Kampen Investments, Harborside Financial Center since 2000 and Managing Director, President and Director of the Plaza 2 - 7th Floor Distributor. Vice President of funds in the Fund Complex. Jersey City, NJ 07311 Prior to December 2000, President of Van Kampen Insurance Agency of Illinois Inc., and Senior Vice President and Director of Van Kampen Investments. From November 1992 to December 1997, Mr. Zimmermann was Senior Vice President of the Distributor. 51 Van Kampen Privacy Notice The Van Kampen companies and investment products* respect your right to privacy. We also know that you expect us to conduct and process your business in an accurate and efficient manner. To do so, we must collect and maintain certain nonpublic personal information about you. This is information we collect from you on applications or other forms, and from the transactions you make with us, our affiliates, or third parties. We may also collect information you provide when using our web site, and text files (a.k.a. "cookies") may be placed on your computer to help us to recognize you and to facilitate transactions you initiate. We do not disclose any nonpublic personal information about you or any of our former customers to anyone, except as permitted by law. For instance, so that we may continue to offer you Van Kampen investment products and services that meet your investing needs, and to effect transactions that you request or authorize, we may disclose the information we collect to companies that perform services on our behalf, such as printers and mailers that assist us in the distribution of investor materials. These companies will use this information only for the services for which we hired them, and are not permitted to use or share this information for any other purpose. To protect your nonpublic personal information internally, we permit access to it only by authorized employees, and maintain physical, electronic and procedural safeguards to guard your nonpublic personal information. * Includes Van Kampen Investments Inc., Van Kampen Investment Advisory Corp., Van Kampen Asset Management Inc., Van Kampen Advisors Inc., Van Kampen Management Inc., Van Kampen Funds Inc., Van Kampen Investor Services Inc., Van Kampen Trust Company, Van Kampen System Inc. and Van Kampen Exchange Corp., as well as the many Van Kampen mutual funds and Van Kampen unit investment trusts. The Statement of Additional Information includes additional information about Fund trustees and is available, without charge, upon request by calling (800) 847-2424. Van Kampen Funds Inc. 1 Parkview Plaza, P.O. Box 5555 Oakbrook Terrace, IL 60181-5555 www.vankampen.com [VAN KAMPEN INVESTMENTS LOGO] Copyright (C)2002 Van Kampen Funds Inc. All rights reserved. 28, 128, 228 Member NASD/SIPC. HYI ANR 10/02 8072J02-AP-10/02