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EXHIBIT (n)
AMENDED MULTIPLE CLASS PLAN
AMENDED
MULTI-CLASS PLAN
FOR
VAN KAMPEN FAMILY OF FUNDS
This Plan is adopted pursuant to Rule 18f-3 under the Act to provide
for the issuance and distribution of multiple classes of shares by each of the
Funds in accordance with the terms, procedures and conditions set forth below. A
majority of the Trustees of the Funds, including a majority of the Trustees who
are not interested persons of the Funds within the meaning of the Act, found
this Multi-Class Plan, including the expense allocations, to be in the best
interest of each Fund and each Class of Shares of each Fund. The Fund adopted
this Plan on January 26, 1996 and amended the Plan as of January 1, 1997 and
June 7, 2000.
I. Definitions.
A. As used herein, the terms set forth below shall have the meanings
ascribed to them below.
1. The Act - Investment Company Act of 1940, as amended.
2. CDSC - contingent deferred sales charge.
3. CDSC Period - the period of years following acquisition during
which Shares are assessed a CDSC upon redemption.
4. Class - a class of Shares of a Fund.
5. Class A Shares - shall have the meaning ascribed in Section B.1.
6. Class B Shares - shall have the meaning ascribed in Section B.1.
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7. Class C Shares - shall have the meaning ascribed in Section B.1.
8. Class D Shares - shall have the meaning ascribed in Section B.1.
9. Distribution Expenses - expenses incurred in activities which are
primarily intended to result in the distribution and sale of
Shares as defined in a Plan of Distribution and/or board
resolutions.
10. Distribution Fee - a fee paid by a Fund to the Distributor in
reimbursement of Distribution Expenses.
11. Distributor - Van Kampen Funds Inc.
12. Fund - an investment company listed on Exhibit A hereto and each
series thereof.
13. Money Market Fund - Van Kampen Reserve Fund or Van Kampen Tax Free
Money Market Fund.
14. Plan of Distribution - Any plan adopted under Rule 12b-1 under the
Act with respect to payment of a Distribution Fee.
15. Service Fee - a fee paid to financial intermediaries for the
ongoing provision of personal services to Fund shareholders and/or
the maintenance of shareholder accounts.
16. Share - a share of beneficial interest in a Fund.
17. Trustees - the trustees of a Fund.
B. Classes. Each Fund may offer four Classes as follows:
1. Class A Shares. Class A Shares shall be offered at net asset value
plus a front-end sales charge as approved from time to time by the
Trustees and set forth in the Funds' prospectus, which may be
reduced or eliminated for Money Market Funds, larger purchases,
under a combined purchase privilege, under a right of
accumulation, under a letter of intent or for certain categories
of purchasers as permitted by Rule 22(d) of the Act and as set
forth in the Fund's prospectus. Class A Shares that are not
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subject to a front-end sales charge as a result of the foregoing,
may be subject to a CDSC for the CDSC Period set forth in Section
D.1. The offering price of Shares subject to a front-end sales
charge shall be computed in accordance with Rule 22c-1 and Section
22(d) of the Act and the rules and regulations thereunder. Class A
Shares shall be subject to ongoing Service Fees approved from time
to time by the Trustees and set forth in the Funds' prospectus.
Although shares of Van Kampen Tax Free Money Market Fund are not
designated as "Class A" they are substantially similar to Class A
Shares as defined herein and shall be treated as Class A shares
for the purposes of this Plan.
2. Class B Shares. Class B Shares shall be (1) offered at net asset
value, (2) subject to a CDSC for the CDSC Period set forth in
Section D. 1, (3) subject to ongoing Service Fees and Distribution
Fees approved from time to time by the Trustees and set forth in
the Funds' prospectus and (4) converted to Class A Shares three to
ten years after the calendar month in which the shareholder's
order to purchase was accepted, which number of years shall be as
approved from time to time by the Trustees and set forth in the
respective Fund's prospectus.
3. Class C Shares. Class C Shares shall be (1) offered at net asset
value, (2) subject to a CDSC for the CDSC Period set forth in
Section D.1., (3) subject to ongoing Service Fees and Distribution
Fees approved from time to time by the Trustees and set forth in
the Funds' prospectus and (4) prior to January 1, 1997, converted
to Class A Shares eight to fifteen years after the calendar month
in which the shareholder's order to purchase was accepted, which
number of years shall be as approved from time to time by the
Trustees and set forth in the respective Fund's prospectus.
4. Class D Shares. Class D Shares shall be offered at net asset
value.
C. Rights and Privileges of Classes. Each Class of each Fund will
represent an interest in the same portfolio of investments of that Fund
and will have identical voting, dividend, liquidation and other rights,
preferences, powers, restrictions,
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limitations, qualifications, designations and terms and conditions
except as described otherwise herein.
D. CDSC. A CDSC may be imposed upon redemption of Class A Shares, Class B
Shares and Class C Shares that do not incur a front end sales charge
subject to the following conditions:
1. CDSC Period. The CDSC Period for Class A Shares and Class C Shares
shall be one year. The CDSC Period for Class B Shares shall be at
least three but not more than ten years as recommended by the
Distributor and approved by the Trustees.
2. CDSC Rate. The CDSC rate shall be recommended by the distributor
and approved by the Trustees. If a CDSC is imposed for a period
greater than one year the CDSC rate must decline during the CDSC
Period such that (a) the CDSC rate is less in the last year of the
CDSC Period than in the first and (b) in each succeeding year the
CDSC rate shall be less than or equal to the CDSC rate in the
preceding year.
3. Disclosure and Changes. The CDSC rates and CDSC Period shall be
disclosed in a Fund's prospectus and may be decreased at the
discretion of the Distributor but may not be increased unless
approved as set forth in Section L.
4. Method of Calculation. The CDSC shall be assessed on an amount
equal to the lesser of the then current market value or the cost
of the Shares being redeemed. No sales charge shall be imposed on
increases in the net asset value of the Shares being redeemed
above the initial purchase price. No CDSC shall be assessed on
Shares derived from reinvestment of dividends or capital gains
distributions. The order in which Class B Shares and Class C
Shares are to be redeemed when not all of such Shares would be
subject to a CDSC shall be as determined by the Distributor in
accordance with the provisions of Rule 6c-10 under the Act.
5. Waiver. The Distributor may in its discretion waive a CDSC
otherwise due upon the redemption of Shares under circumstances
previously approved by the Trustees and disclosed in the Fund's
prospectus or
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statement of additional information and as allowed under Rule
6c-10 under the Act.
6. Calculation of Offering Price. The offering price of Shares
subject to a CDSC shall be computed in accordance with Rule 22c-1
and Section 22(d) of the Act and the rules and regulations
thereunder.
7. Retention by Distributor. The CDSC paid with respect to Shares of
a Fund may be retained by the Distributor to reimburse the
Distributor for commissions paid by it in connection with the sale
of Shares subject to a CDSC and Distribution Expenses to the
extent of such commissions and Distribution Expenses eligible for
reimbursement and approved by the Trustees.
E. Service and Distribution Fees. Class A Shares shall be subject to a
Service Fee and Class B and Class C Shares shall be subject to a
Service Fee and a Distribution Fee. The Service Fee applicable to any
class shall not exceed 0.25% per annum of the average daily net assets
of the Class and the Distribution Fee shall not exceed 0.75% per annum
of the average daily net assets of the Class. All other terms and
conditions with respect to Service Fees and Distribution Fees shall be
governed by the plans adopted by the Fund with respect to such fees and
Rule 12b-1 of the Act.
F. Conversion. Shares purchased through the reinvestment of dividends and
distributions paid on Shares subject to conversion shall be treated as
if held in a separate sub-account. Each time any Shares in a
Shareholder's account (other than Shares held in the sub-account)
convert to Class A Shares, a proportionate number of Shares held in the
sub-account shall also convert to Class A Shares. All conversions shall
be effected on the basis of the relative net asset values of the two
Classes without the imposition of any sales load or other charge. So
long as any Class of Shares converts into Class A Shares, the
Distributor shall waive or reimburse each Fund, or take such other
actions with the approval of the Trustees as may be reasonably
necessary, to ensure the expenses, including payments authorized under
a Plan of Distribution, applicable to the Class A Shares are not higher
than the expenses, including payments authorized under the Plan of
Distribution, applicable to the class of shares converting into Class A
Shares.
G. Allocation of Expenses, Income and Gains Among Classes.
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1. Expenses applicable to a particular class. Each Class of each Fund
shall pay any Service Fee, Distribution Fee and CDSC applicable to
that Class. Other expenses applicable to a particular Class such
as incremental transfer agency fees, but not including advisory or
custodial fees or other expenses related to the management of the
Fund's assets, shall be allocated between Classes in different
amounts if they are actually incurred in different amounts by the
Classes or the Classes receive services of a different kind or to
a different degree than other Classes.
2. Distribution Expenses. Distribution Expenses actually attributable
to the sale of all Classes shall be allocated to each Class based
upon the ratio which sales of each Class bears to the sales of all
Shares of the Fund. For this purpose, Shares issued upon
reinvestment of dividends or distributions, upon conversion from
Class B Shares or Class C Shares to Class A Shares or upon stock
splits will not be considered sales.
3. Income, capital gains and losses, and other expenses applicable to
all Classes. Income, realized and unrealized capital gains and
losses, and expenses such as advisory fees applicable to all
Classes shall be allocated to each Class on the basis of the net
asset value of that Class in relation to the net asset value of
the Fund.
4. Determination of nature of expenses. The Trustees shall determine
in their sole discretion whether any expense other than those
listed herein is properly treated as attributed to a particular
Class or all Classes.
H. Exchange Privilege. Exchanges of Shares shall be permitted between
Funds as follows.
1. General. Shares of one Fund may be exchanged for Shares of the
same Class of another Fund at net asset value and without sales
charge, provided that:
a. The Distributor may specify that certain Funds may not
be exchanged within a designated period, which shall not
exceed 90 days, after acquisition without prior
Distributor approval.
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b. Class A Shares of a Money Market Fund that were not
acquired in exchange for Class B or Class C Shares of a
Fund may be exchanged for Class A Shares of another Fund
only upon payment of the excess, if any, of the sales
charge rate applicable to the Shares being acquired over
the sales charge rate previously paid.
c. Shares of a Money Market Fund acquired through an ex
change of Class B Shares or Class C Shares may be ex
changed only for the same Class of another Fund as the
Class they were acquired in exchange for or any Class
into which those shares were converted.
2. CDSC Computation. The acquired Shares will remain subject to the
CDSC rate schedule and CDSC Period for the original Fund upon the
redemption of the Shares from the Van Kampen complex of funds. For
purposes of computing the CDSC payable on a disposition of the new
Shares, the holding period for the original Shares shall be added
to the holding period of the new Shares.
II. Voting Rights of Classes.
1. Shareholders of each Class shall have exclusive voting rights on
any matter submitted to them that relates solely to the Plan of
Distribution related to that Class, provided that:
a. If any amendment is proposed to the plan under which
Service Fees are paid with respect to Class A Shares of
a Fund that would increase materially the amount to be
borne by Class A Shares under that plan, then no Class B
Shares or Class C Shares shall convert into Class A
Shares of that Fund until the holders of Class B Shares
and Class C Shares of that Fund have also approved the
proposed amendment.
b. If the holders of either the Class B Shares and/or Class
C Shares referred to in subparagraph a. do not approve
the
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proposed amendment, the Trustees of the Fund and the
Distributor shall take such action as is necessary to
ensure that the Class voting against the amendment shall
convert into another Class identical in all material
respects to Class A Shares of the Fund as constituted
prior to the amendment.
2. Shareholders shall have separate voting rights on any matter
submitted to shareholders in which the interest of one Class
differs from the interests of any other Class.
A. Dividends. Dividends paid by a Fund with respect to each Class, to the
extent any dividends are paid, will be calculated in the same manner at
the same time on the same day and will be in substantially the same
amount, except any Distribution Fees, Service Fees or incremental
expenses relating to a particular Class will be borne exclusively by
that Class.
B. Reports to Trustees. The Distributor shall provide to the Trustees of
each Fund quarterly and annual statements concerning distribution and
Shareholder servicing expenditures complying with paragraph (b)(3)(ii)
of Rule 12b-1 of the Act, as it may be amended from time to time. The
Distributors also shall provide the Trustees such information as the
Trustees may from time to time deem to be reasonably necessary to
evaluate this Plan.
C. Amendment. Any material amendment to this Plan shall be approved by the
affirmative vote of a majority of the Trustees of a Fund, including the
affirmative vote of the trustees of the Fund who are not interested
persons of the Fund, except that any amendment that increases the CDSC
rate schedule or CDSC Period must also be approved by the affirmative
vote of a majority of the Shares of the affected Class. The Distributor
shall provide the Trustees such information as may be reasonably
necessary to evaluate any amendment to this Plan.
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