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VAN KAMPEN AMERICAN CAPITAL
PACE FUND
SUPPLEMENT DATED JUNE 1, 1996, TO THE PROSPECTUS DATED SEPTEMBER 1, 1995
AS PREVIOUSLY SUPPLEMENTED ON OCTOBER 12, 1995 AND JANUARY 9, 1996
Class B Shares purchased on or after June 1, 1996 automatically will convert
to Class A Shares eight years after the end of the calendar month in which the
investor's order to purchase was accepted. The Fund's contingent deferred sales
charge schedule for Class B Shares is not effected by such conversion.
The section of the Prospectus captioned "ANNUAL FUND OPERATING EXPENSES AND
EXAMPLE" is hereby amended as follows:
The expenses for Class B Shares assuming redemption at the end of a ten year
period are $195 and the expenses for Class B Shares assuming no redemption at
the end of a ten year period are $195.
Effective July 1, 1996, the footnote on the sales charge table located in
the section of the Prospectus captioned "PURCHASE OF SHARES" is hereby amended
as follows:
* No sales charge is payable at the time of purchase on investments of $1
million or more, although for such investments the Fund imposes a contingent
deferred sales charge of 1.00% on redemptions made within one year of the
purchase. A commission will be paid to brokers, dealers or financial
intermediaries who initiate and are responsible for purchases of $1 million or
more as follows: 1.00% on sales to $2 million, plus 0.80% on the next million
and 0.50% on the excess over $3 million. See "Purchase of Shares -- Deferred
Sales Charge Alternatives" for additional information with respect to
contingent deferred sales charges.
