VAN KAMPEN GROWTH AND INCOME FUND
A Joint Special Meeting of the Shareholders of the Fund was held on December 15,
1999 where shareholders voted on the election of Trustees and the ratification
of PricewaterhouseCoopers LLP, as the independent public accountants. With
regard to the election of J. Miles Branagan, as elected trustee by the
shareholders of the Fund, 43,998,356 shares were voted in the affirmative and
667,363 shares were withheld. With regard to the election of Jerry D. Choate, as
elected trustee by the shareholders of the Fund, 43,993,428 voted in the
affirmative and 682,291 shares were withheld. With regard to the election of
Linda Hutton Heagy, as elected trustee by the shareholders of the Fund,
43,991,728 shares were voted in the affirmative and 683,991 shares were
withheld. With regard to the election of R. Craig Kennedy, as elected trustee by
the shareholders of the Fund, 44,011,626 shares were voted in the affirmative
and 664,093 shares were withheld. With regard to the election of Mitchell M.
Merin, as elected trustee by the shareholders of the Fund, 44,004,191 shares
were voted in the affirmative and 671,528 shares were withheld. With regard to
the election of Jack E. Nelson, as elected trustee by the shareholders of the
Fund, 44,007,051 shares were voted in the affirmative and 668,668 shares were
withheld. With regard to the election of Richard F. Powers, III, as elected
trustee by the shareholders of the Fund, 43,993,841 shares were voted in the
affirmative and 681,878 shares were withheld. With regard to the election of
Phillip B. Rooney, as elected trustee by the shareholders of the Fund,
43,998,982 shares were voted in the affirmative and 676,737 shares were
withheld. With regard to the election of Fernando Sisto, as elected trustee by
the shareholders of the Fund, 43,978,815 shares were voted in the affirmative
and 696,904 shares were withheld. With regard to the election of Wayne W.
Whalen, as elected trustee by the shareholders of the Fund, 43,993,967 shares
were voted in the affirmative and 681,753 shares were withheld. With regard to
the election of Suzanne H. Woolsey, as elected trustee by the shareholders of
the Fund, 43,991,987 shares were voted in the affirmative and 683,732 shares
were withheld. With regard to the election of Paul G. Yovovich, as elected
trustee by the shareholders of the Fund, 44,001,338 shares were voted in the
affirmative and 674,382 shares were withheld. With regard to the ratification of
PricewaterhouseCoopers LLP to act as independent public accountants for the
Fund, 43,674,414 shares were voted in the affirmative and 168,287 shares were
voted against the proposal and 833,018 shares abstained from voting.
