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EX-99.(P)(2)
CODE OF ETHICS
I. INTRODUCTION
Each of the Van Kampen Open-End Funds currently offering shares to the
public, each Van Kampen Unit Investment Trust ("UIT") currently offering units
to the public, and each Van Kampen Closed-End Fund (each a "Fund" and
collectively the "Funds"), Van Kampen Asset Management Inc. ("Asset
Management"), Van Kampen Investment Advisory Corp. ("Advisory Corp."), Van
Kampen Advisors Inc. ("Advisors Inc."), and Van Kampen Management Inc.
("Management Inc.") (each of Asset Management, Advisory Corp., Advisors Inc. and
Management Inc. are sometimes referred herein as the "Adviser" or collectively
as the "Advisers") and Van Kampen Funds Inc. (the "Distributor") (the Advisers
and the Distributor are collectively referred to as "Van Kampen") has adopted
this Code of Ethics. The Advisers are fiduciaries that provide investment
advisory services to the Funds and private investment management accounts, and
the Distributor acts as the principal underwriter for the Funds and the sponsor
of Funds that are UITs, as the case may be.
I. GENERAL PRINCIPLES
A. Shareholder and Client Interests Come First
Every trustee/director, officer and employee of a Fund and every
director, officer and employee of Van Kampen owes a fiduciary
duty to the investment account and the respective investors of
such Fund or private investment management account (collectively,
the "Clients"). This means that in every decision relating to
investments, such persons must recognize the needs and interests
of the Client and be certain that at all times the Clients'
interests are placed ahead of any personal interest of such
person.
B. Avoid Actual and Potential Conflicts of Interest
The restrictions and requirements of this Code are designed to
prevent behavior that conflicts, potentially conflicts or raises
the appearance of an actual or potential conflict with the
interests of Clients. It is of the utmost importance that the
personal securities transactions of trustee/directors, officers
and employees of a Fund and directors, officers and employees of
Van Kampen be conducted in a manner consistent with both the
letter and spirit of the Code, including these principles, to
avoid any actual or
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potential conflict of interest or any abuse of such person's
position of trust and responsibility.
C. Avoiding Personal Benefit
1. Trustee/directors, officers and employees of the Funds and
directors, officers and employees of Van Kampen should
ensure that they do not acquire personal benefit or
advantage as a result of the performance of their normal
duties as they relate to Clients. Consistent with the
principle that the interests of Clients must always come
first is the fundamental standard that personal advantage
deriving from management of Clients' money is to be avoided.
II. OBJECTIVE
Section 17(j) of the Investment Company Act of 1940, as amended (the
"Investment Company Act"), makes it unlawful for certain persons associated with
investment companies to engage in conduct which is deceitful, fraudulent or
manipulative, or which involves false or misleading statements, in connection
with the purchase or sale of a security held or proposed to be acquired by an
investment company. In addition, Section 204A of the Investment Advisers Act of
1940, as amended (the "Investment Advisers Act"), requires investment advisers
to establish, maintain and enforce written policies and procedures designed to
prevent misuse of material non-public information. The objective of this Code
is to require trustee/directors, officers and employees of the Funds and
directors, officers and employees of Van Kampen to conduct themselves in
accordance with the general principles set forth above, as well as to prevent
trustee/directors, officers and employees of the Funds or the Distributor from
engaging in conduct prohibited by the Investment Company Act and directors,
officers and employees of the Advisers from engaging in conduct prohibited by
the Investment Company Act and the Investment Advisers Act.
III. DEFINITIONS
A. "Access Person," means (i) with respect to the Van Kampen
Open-End and Closed-End Funds, (a) any trustee/director or
officer of a Fund, (b) any director or officer of a Fund's
Adviser, (c) any employee of a Fund or the Fund's Adviser (or any
company in a control relationship to the Fund or Adviser) who, in
connection with such person's regular functions or duties, makes,
participates in, or obtains information regarding the purchase or
sale of a
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Covered Security by a Client, or whose functions relate to the
making of any recommendations with respect to such purchases or
sales; (d) any natural person in a control relationship to the
Fund or the Fund's Adviser who obtains information concerning
recommendations made to a Client with regard to the purchase or
sale of a Covered Security by such Client, and (e) any director
or officer of the Distributor, who, in the ordinary course of
business, makes, participates in or obtains information
regarding, the purchase or sale of a Covered Security by a Client
for which it acts as principal underwriter, or whose functions
relate to the making of any recommendations with respect to such
purchases or sales and (ii) with respect to UITs, (a) any
officer, director or employee of the Distributor, when the
Distributor is acting as the sponsor of a Fund that is a UIT,
who, in connection with such person's regular functions or
duties, makes, participates in, or obtains information regarding
the purchase or sale of a Covered Security by a Client or whose
functions relate to the making of any recommendations with
respect to the composition of the Fund; and (b) and natural
person in a control relationship to the Distributor who obtains
information concerning recommendations made to a Client with
regard to the purchase or sale of a Covered Security by such
Client or the composition of the Fund.
B. "Beneficial Ownership" is interpreted in the same manner as it is
under Rule 16a-1(a)(2) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), in determining whether a person is
the beneficial owner of a security for purposes of Section 16 of
the 1934 Act and the rules and regulations thereunder, which
includes "any person who, directly or indirectly, through any
contract, arrangement, understanding, relationship or otherwise,
has or shares a direct or indirect pecuniary interest in" a
security. The term "pecuniary interest" is further defined to
mean "the opportunity, directly or indirectly, to profit or share
in any profit derived from a transaction in the subject
securities." "Beneficial ownership" includes (i) securities held
by members of a person's immediate family sharing the same
household and includes any child, stepchild, grandchild, parent,
stepparent, grandparent, spouse, sibling, mother-in-law,
father-in-law, son-in-law, daughter-in-law, brother-in-law, or
sister-in-law" and includes adoptive relationships and (ii) a
right to acquire securities through the exercise or conversion of
any derivative security, whether or not presently exercisable.
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Any report required to be made by this Code may contain a
statement that the report shall not be construed as an admission
by the person making such report that he has any direct or
indirect Beneficial Ownership in the security to which the report
relates.
C. "Board of Directors/Trustees" means the directors/trustees of
each Fund, or with respect to a Fund that is a UIT, the Fund's
principal underwriter or sponsor.
D. "Chief Compliance Officer" is the individual set forth in Exhibit
A.
E. "Client" means each Fund and each private management account or
investment account over which Van Kampen exercises investment
discretion.
F. "Code of Ethics Review Committee" consists of the individuals set
forth in Exhibit A.
G. "Control" has the same meaning as in Section 2(a)(9) of the
Investment Company Act.
H. "Covered Security" refers not only to the instruments set forth
in Section 2(a)(36) of the Investment Company Act but to any
instrument into which such instrument may be converted or
exchanged, any warrant of any issuer that has issued the
instrument and any option written relating to such instrument,
provided, however, that it does not include: (a) any direct
obligation of the United States Government, (b) banker's
acceptances, bank certificates of deposit, commercial paper and
high quality short-term debt instruments, including repurchase
agreements, and (c) shares issued by any open-end investment
companies registered under the Investment Company Act.
I. "Disinterested Trustee/Director" means a trustee or director of a
Fund who is not an "interested person" of such Fund within the
meaning of Section 2(a)(19) of the Investment Company Act.
J. "Employee Account" means any brokerage account or unit investment
trust account in which the Van Kampen Employee has any direct or
indirect beneficial ownership.
K. "General Counsel" is the individual set forth in Exhibit A.
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L. "Initial Public Offering" means an offering of securities
registered under the Securities Act of 1933, as amended (the
"Securities Act"), the issuer of which, immediately before the
registration, was not subject to the reporting requirements of
sections 13 or 15(d) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act").
M. "Limited Offering" is an offering that is exempt from
registration under the Securities Act pursuant to Section 4(2) or
Section 4(6) of the Securities Act or pursuant to Rule 504, Rule
505 or Rule 506 under the Securities Act.
N. "Portfolio Manager" means any person who exercises investment
discretion on behalf of an Adviser for a Client, including those
persons who are involved in determining, or have knowledge
concerning, the composition of the portfolios of Funds that are
UITs prior to deposit.
O. "Van Kampen Employee" includes any director, officer or employee
of Van Kampen.
IV. STANDARDS OF CONDUCT FOR PERSONAL SECURITIES TRANSACTIONS
A. Van Kampen Employee Brokerage Accounts
1. All brokerage accounts of Van Kampen Employees must be
maintained through Morgan Stanley Dean Witter ("MSDW")
and/or Morgan Stanley Dean Witter Online ("MSDWO"). No other
brokerage accounts are permitted unless permission is
granted by the Chief Compliance Officer or General Counsel.
If any Van Kampen Employee maintains accounts outside MSDW
or MSDWO, such person must transfer such accounts to a MSDW
branch or MSDWO within 120 days from their date of hire.
a) Each Van Kampen Employee must identify and disclose
on his or her date of hire to the appropriate person
in the compliance department as set forth in Exhibit
A, in writing, of their MSDW and MSDWO brokerage
accounts, or, if applicable, their outside brokerage
accounts. The Van Kampen compliance
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department shall direct, and the employee shall consent in
writing to such direction, the brokerage firm to provide
duplicate confirmations and account statements to the Van
Kampen compliance department.
(1) Van Kampen Employees shall obtain written consent
from the appropriate person in the Van Kampen
compliance department as set forth in Exhibit A
before opening a brokerage account.
B. Pre-Clearance
1. Except as set forth below, all Van Kampen Employees must
pre- clear purchases or sales of Covered Securities in their
Employee Accounts with the appropriate person in the Van
Kampen compliance department as set forth in Exhibit A.
2. Exceptions from the Pre- Clearance Requirement
a) Persons otherwise subject to pre-clearance are not
required to pre- clear the acquisition of the
following Covered Securities:
(1) Covered Securities acquired through automatic
reinvestment plans.
(2) Covered Securities acquired through employee
purchase plans.
(3) Covered Securities acquired through the
exercise of rights issued by an issuer pro-
rata to all holders of a class of its
securities, to the extent such rights were
acquired from such issuer, and sales of such
rights so acquired.
(4) A purchase or sale of Covered Securities
which is non-volitional on the part of the
Employee (for example, a purchase or sale
effected by an investment manager for a
pension or retirement plan, other than an
individual retirement account, in which an
Employee is a beneficiary).(3)
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(5) Morgan Stanley Dean Witter & Co. common stock
(including exercise of stock option grants),
(a) The restrictions imposed by Morgan
Stanley Dean Witter & Co. on senior
management and other persons in
connection with transactions in such
stock are not affected by this
exemption.
(b) Transactions by Access Persons in
Morgan Stanley Dean Witter & Co.
common stock remain subject to the
initial, quarterly and annual
reporting requirements of Part V(D)
of the Code.
(6) Units in unit investment trusts. Transactions
by Access Persons in units of unit investment
trusts remain subject to the initial,
quarterly and annual reporting requirements
of Part V(D) of the Code.
3. Pre- cleared securities transactions must be effected on a
timely basis.
a) All approved Covered Securities transactions must
take place between the hours of 9:30 a.m. and 4:00
p.m. (New York time). Trading after hours is
prohibited. If the transaction is not completed
between 9:30 a.m. and 4:00 p.m. on the date of
pre-clearance, a new pre-clearance must be obtained.
b) Purchases through an issuer direct purchase plan must
be pre- cleared on the date the purchaser writes the
check to the issuer's agent.
(1) Authorization for purchases through an issuer
direct purchase plan are effective until the
issuer's agent purchases the Covered
Securities.
4. Pre-Clearance Procedure
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a) Van Kampen Employees shall pre- clear their
transactions by submitting a Trade Authorization Form
(a copy of which is attached as Exhibit B) to the
appropriate persons in the compliance department as
set forth in Exhibit A.
(1) The compliance department shall pre- clear
the purchase or sale of a Covered Security if
the transaction does not violate the Code.
(a) The compliance department shall
verify that the transaction is in
compliance with the Code.
(b) The compliance department shall sign
the Trade Authorization Form.
(c) The compliance department shall
communicate authorization of the
trade to the Van Kampen Employee.
(d) The time at which the trade
authorization is communicated to the
Van Kampen Employee shall be
documented on the Trade Authorization
Form by the Legal and Compliance
Department.
(e) The compliance department shall
maintain the originally executed
Trade Authorization Form. A copy of
the executed Trade Authorization Form
will be forwarded to the Van Kampen
Employee.
(f) The compliance department shall
review all Van Kampen Employee
duplicate confirmations and
statements to verify that all
personal transactions in Covered
Securities have been properly
pre-cleared.
C. Other Restrictions
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1. Van Kampen Employees shall not purchase or sell a Covered
Security on a day during which a Client, with the exception
of a UIT, has a pending purchase or sale order in that same
Covered Security, or with respect to a UIT Client, on the
initial date of deposit when the UIT Client has a pending
order in that same Covered Security.
2. Van Kampen Employee trades for which pre- clearance has been
obtained, including short sales and permissible option
trades, are subject to a 30-day holding period from the
trade date.
3. Van Kampen Employees are prohibited from trading in futures,
options on futures, and forward contracts. Van Kampen
Employees may trade listed equity and index options and
equity warrants, however, there is a 30-day holding period
from the trade date. In addition, Van Kampen Employees are
also prohibited from trading in warrants or options (with
the exception of listed warrants or options) on physical
commodities and currencies.
4. Van Kampen Employees shall not enter into limit orders that
extend beyond one day.
5. Van Kampen Employees shall not participate in an investment
club.
6. Van Kampen Employees shall not purchase shares of an
investment company that is managed by Van Kampen if such
investment company is not generally available to the public.
7. Van Kampen Employees shall not purchase shares of an open
end investment company that is managed by Van Kampen if as a
result of such purchase the Van Kampen Employee shall own 1%
or more of the assets of such investment company.
8. Van Kampen Employees are prohibited from the following
activities unless they have obtained prior written approval
from the Code of Ethics Review Committee:
a) Van Kampen Employees may not purchase a Covered
Security in a private placement or any other Limited
Offering.
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b) Van Kampen Employees may not serve on the boards of
directors of a public or private company. Requests to
serve on the board of a religious, charitable or
educational organization as set forth in Section
503(c) of the IRS Code will generally be approved.
9. Van Kampen Employees shall not purchase Covered Securities
during an initial or secondary public offering.
10. Annual Reporting:
a) Van Kampen Employees shall furnish a report to the
Chief Compliance Officer showing (i) the date of the
report, (ii) the title, number of shares and
principal amount of each Covered Security in which
the Van Kampen Employee has direct or indirect
Beneficial Ownership as of a date no more than 30
days prior to the date of the report, and (iii) the
name of any broker, dealer or bank with an account
holding any securities for the direct or indirect
benefit of the Van Kampen Employee as of a date no
more than 30 days prior to the date of the report.
b) With respect to any transactions in Covered
Securities that the Van Kampen Employee has made in
the previous year in which the Van Kampen Employee
had direct or indirect Beneficial Ownership, a report
showing (i) the date of the report; (ii) the date of
the transaction, the title, the interest rate and
maturity date (if applicable), the number of shares,
and the principal amount of each Covered Security
involved; (iii) the nature of the transaction (i.e.,
purchase, sale or any other type of acquisition or
disposition); (iv) the price at which the transaction
was effected; and (v) the name of the broker, dealer
or bank with or through which the transaction was
effected; and
c) With respect to any account established by the Van
Kampen Employee in which any securities were held
during the year for direct or indirect benefit of the
Van Kampen Employee, a report showing (i) the
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date of the report; (ii) the name of the broker,
dealer or bank with which established the account;
and (iii) the date the account was established.
d) Exclusion: A Van Kampen Employee need not make an
annual transaction report if the report would
duplicate information contained in broker trade
confirmations or account statements received by the
Fund, the Adviser and the Distributor with respect to
the Van Kampen Employee in the time period required
above if all of the information required by that
paragraph is contained in the broker trade
confirmations or account statements, or in the
records of the Fund, the Adviser and the Distributor.
D. Responsibilities of Access Persons
The following prohibitions and reporting obligations are
applicable to Access Persons.
1. Access Persons, with the exception of a Disinterested
Trustee/Director, shall not sell a Covered Security
purchased within the previous 60 calendar days from the
trade date, except that a Covered Security held for at least
30 days from the trade date may be sold at a loss or no
gain. Any profits realized on trades executed within the
60-day holding period shall be disgorged to the Client or a
charitable organization as determined by the Chief
Compliance Officer.
2. Initial/Annual Reporting: Within ten days after becoming an
Access Person and thereafter, annually at the end of the
calendar year, each Access Person must furnish a report to
the Chief Compliance Officer showing (i) the date of the
report, (ii) the title, number of shares and principal
amount of each Covered Security in which the Access Person
has direct or indirect Beneficial Ownership on the date such
person become an Access Person (for initial reports) or as
of a date no more than 30 days prior to the date of the
report (for annual reports) and (iii) the name of any
broker, dealer or bank with an account holding any
securities for the direct or indirect benefit of the Access
Person as of the date such
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person became an Access Person (for initial reports) or as
of a date no more than 30 days prior to the date of the
report (for annual reports).
a) Exclusion: A Disinterested Trustee/Director who would
be required to make this report solely by reason of
being a Fund trustee/director is excluded from the
initial and annual reporting requirement for Access
Persons.
3. Quarterly Reporting: On a calendar quarterly basis, each
Access Person must furnish a report to the Chief Compliance
Officer within ten days after the end of each calendar
quarter, on forms sent to the Access Person each quarter:
a) With respect to any transactions in Covered
Securities that the Employee has made in the previous
calendar quarter in which the Access Person had
direct or indirect Beneficial Ownership, a report
showing (i) the date of the report; (ii) the date of
the transaction, the title, the interest rate and
maturity date (if applicable), the number of shares,
and the principal amount of each Covered Security
involved; (iii) the nature of the transaction (i.e.,
purchase, sale or any other type of acquisition or
disposition); (iv) the price at which the transaction
was effected; and (v) the name of the broker, dealer
or bank with or through which the transaction was
effected; and
b) With respect to any account established by the Access
Person in which any securities were held during the
quarter for direct or indirect benefit of the Access
Person, a report showing (i) the date of the report;
(ii) the name of the broker, dealer or bank with
which established the account; and (iii) the date the
account was established.
c) Exclusion: A Disinterested Trustee/Director who would
be required to make this report solely by reason of
being a Fund trustee/director is excluded from the
quarterly reporting requirement for Access Persons
unless the trustee/director knew or, in the ordinary
course of fulfilling his or her official duties as a
Fund
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trustee/director, should have known that during the
15- day period immediately before or after the
trustee/director's transaction in a Covered Security,
the Fund purchased or sold the Covered Security, or
the Fund or its investment adviser considered
purchasing or selling the Covered Security.
d) Exclusion: An Access Person need not make a quarterly
transaction report if the report would duplicate
information contained in broker trade confirmations
or account statements received by the Fund, the
Adviser and the Distributor with respect to the
Access Person in the time period required above if
all of the information required by that paragraph is
contained in the broker trade confirmations or
account statements, or in the records of the Fund,
the Adviser and the Distributor.
A. Additional Responsibilities of Portfolio Managers
In addition to the requirements set forth above for Van Kampen
Employees and Access Persons, the following additional
requirements are applicable to Portfolio Managers.
1. A Portfolio Manager, including individuals involved in
determining the composition of the portfolios of Funds that
are UITs or who have knowledge of a composition of a UIT
portfolio before deposit (a "UIT Portfolio Manager"), may
not buy or sell a Covered Security within 7 calendar days
before or after any Client, over which such Portfolio
Manager exercises investment discretion, trades in such
Covered Security.
2. A Portfolio Manager may not purchase shares of a closed-end
investment company over which such Portfolio Manager
exercises investment discretion.
A. Insiders
1. Each Van Kampen Employee shall comply with all laws and
regulations, and prohibitions against insider trading.
Trading
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on or communicating material non-public information, or
"inside information," of any sort, whether obtained in the
course of research activities, through a Client relationship
or otherwise, is strictly prohibited.
2. Van Kampen Employees shall not disclose any non-public
information relating to a Client's account portfolio or
transactions or to the investment recommendations of Van
Kampen, nor shall any Van Kampen Employee disclose any non-
public information relating to the business or operations of
the members of Van Kampen, unless properly authorized to do
so by the Chief Compliance Officer or General Counsel.
3. No Van Kampen Employee who is required to file a statement
of ownership pursuant to Section 16 of the Exchange Act may
purchase or sell or sell and purchase a company-sponsored
closed-end investment company within a six month period and
realize a profit on such transaction.
B. Exceptions
1. Notwithstanding the foregoing, the Chief Compliance Officer
or his or her designee, in keeping with the general
principles and objectives of this Code, may refuse to grant
clearance of a personal transaction in their sole discretion
without being required to specify any reason for the
refusal.
2. Upon proper request by a Van Kampen Employee, a Code of
Ethics Review Committee (the "Committee") will consider for
relief or exemption from any restriction, limitation or
procedure contained herein, which restriction, limitation or
procedure is claimed to cause a hardship for such Van Kampen
Employee. The Chief Compliance Officer will in his sole
discretion determine whether the request is appropriate for
consideration by the Committee. The Committee shall meet on
an ad hoc basis, as deemed necessary upon the Van Kampen
Employee's written request outlining the basis for his or
her request for relief. The decision regarding such relief
or exemption is within the sole discretion of the Committee.
I. ADMINISTRATION OF THE CODE
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A. The administration of this Code shall be the responsibility of
the Chief Compliance Officer or his or her designee whose duties
shall include:
1. Continuously maintaining a list of all current Access
Persons who are under a duty to make reports or pre-clear
transactions under this Code.
2. Providing each such person with a copy of this Code and
informing them of their duties and obligations hereunder.
3. Reviewing all quarterly securities transactions and holdings
reports required to be filed pursuant to this Code, and
maintaining a record of such review, including the name of
the compliance personnel performing the review.
4. Reviewing all initial and annual securities position reports
required to be filed pursuant to this Code, and maintaining
a record of such review, including the name of the
compliance personnel performing the review.
5. Preparing listings of all transactions effected by persons
subject to reporting requirements under the Code and
comparing all reported personal securities transactions with
completed portfolio transactions of the Client to determine
whether a violation of this Code may have occurred.
6. Conducting such inspections or investigations as shall
reasonably be required to detect and report any apparent
violations of this Code to any person or persons appointed
by Van Kampen to deal with such information and to the
Fund's Board of Directors/Trustees.
7. Submitting a written report, no less frequently than
annually, to the Board of Directors/Trustees of each Fund
and sponsor of Funds that are UITs containing a description
of issues arising under the Code or procedures since the
last report, including, but not limited to, material
violations of the Code or procedures and sanctions imposed
in response to material violations.
8. Submitting a certification, no less frequently than
annually, to the Board of Directors/Trustees of each Fund
from the Fund,
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the respective Adviser and the Distributor that it has
adopted procedures reasonably necessary to prevent Access
Persons from violating the Code.
II. RECORDS
The Fund, the Advisers and the Distributor shall, at its principal
places of business, maintain records of the following:
A. A copy of any code of ethics adopted by such entity that is and
has been in effect during the past five years must be maintained
in an easily accessible place;
B. A copy of any record or report of any violation of the code of
ethics of such entity and any action taken thereon maintained in
an easily accessible place for at least five years after the end
of the fiscal year in which the violation occurs;
C. A copy of each report made by an Access Person as required by
this Code, including any information provided in lieu of the
reports and all Trade Authorization Forms, must be maintained for
at least five years after the end of the fiscal year in which the
report is made or the information is provided, the first two
years in an easily accessible place;
D. A record of all persons, currently or within the past five years,
who are or were required to make reports under this Code, or who
are or were responsible for reviewing these reports, must be
maintained in an easily accessible place; and
E. A copy of each written report required to be provided to the
Board of Directors/Trustees of each Fund containing a description
of issues arising under the Code or procedures since the last
report, including, but not limited to, material violations of the
Code or procedures and sanctions imposed in response to material
violations must be maintained for at least five years after the
end of the fiscal year in which it is made, the first two years
in an easily accessible place.
F. A Fund or investment adviser must maintain a record of any
decision, and the reasons supporting the decision, to approve the
acquisition by an Access Person of securities in an Initial
Public Offering or in a Limited Offering.
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G. A copy of any decision and reasons supporting such decision to
approve a pre-clearance transaction pursuant to this Code, made
within the past five years after the end of the fiscal year in
which such approval is granted.
I. SANCTIONS
Upon discovering a violation of this Code, Van Kampen may impose such
sanctions as it deems appropriate, including, but not limited to, a reprimand
(orally or in writing), fine, demotion, and suspension or termination of
employment. The General Counsel of Van Kampen, in his sole discretion, is
authorized to determine the choice of sanctions to be imposed in specific cases,
including termination of employment of any Employee.
II. APPROVAL OF CODE OF ETHICS
A. Van Kampen shall provide to the Board of Directors/Trustees of
each Fund and sponsor of Funds that are UITs the following:
1. A copy of the Fund's Code, the Adviser's Code and the
Distributor's Code for such Board's review and approval.
2. Promptly, a copy of any amendments to such Codes.
3. Upon request, copies of any reports made pursuant to the
Code by any person as to an investment company client.
4. Immediately, without request by an investment company
client, all material information regarding any violation of
the Code by any person as to such investment company client.
5. Certification, no less frequently than annually, to the
Board of Directors/Trustees of each Fund from the Fund, the
respective Adviser and the Distributor that it has adopted
procedures reasonably necessary to prevent Access Persons
from violating the Code.
B. Prior to adopting this Code, the Board of Trustees/Directors of
each Fund, including a majority of Disinterested
Trustee/Directors, if applicable, reviewed and approved this Code
with respect to the Fund, each adviser of the Fund and the
Distributor of the Fund, including all procedures or provisions
related to the enforcement of
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this Code. The Board based its approval of this Code on, among
other things, (i) certifications from the Fund, the respective
Adviser and the Distributor that it has adopted procedures
reasonably necessary to prevent violations of the Code and (ii) a
determination that such Code is adequate and contains provisions
reasonably necessary to prevent Access Persons from engaging in
any conduct prohibited by Rule 17j-1(b).
III. EFFECTIVE DATE
All Van Kampen Employees are required to sign a copy of this Code
indicating their agreement to abide by the terms of the Code.
In addition, Van Kampen Employees will be required to certify
annually that (i) they have read and understand the terms of this Code and
recognize the responsibilities and obligations incurred by their being subject
to this Code, and (ii) they are in compliance with the requirements of the Code.
Effective this 1st day of September, 2000.
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EXHIBIT "A"
I. "Chief Compliance Officer" is Don Andrews.
II. "Code of Ethics Review Committee" shall consist of the Chief Compliance
Officer and General Counsel.
III. "General Counsel" is A. Thomas Smith III.
IV. Brokerage Accounts - The persons in the Compliance Department to notify
of brokerage accounts are:
Houston and Kansas City: Pam Robertson Phone: (713) 438-4210
Fax: (713) 438-3115
All other locations: Virginia Rodrigues Phone: (630) 684-6260
Fax: (630) 684-6830
V. Pre-Clearance - The persons in the Compliance Department to pre- clear
securities in an Employee Account are:
Houston and Kansas City: Pam Robertson Phone: (713) 438-4210
Waverly Banks (713) 438-4449
Fax: (713) 438-3115
All other Locations: Amy Tucek Phone: (630) 684-6035
Sue Pittner (630) 684-6393
Fax: (630) 684-6830
VI. Questions Theresa Renn Phone: (630) 684-6849
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