<PAGE> 1
VAN KAMPEN PACE FUND
SUPPLEMENT DATED MAY 19, 1999 TO THE
PROSPECTUS DATED SEPTEMBER 30, 1998
-------------------------
The section of the Prospectus entitled "INVESTMENT ADVISORY SERVICES-
PORTFOLIO MANAGEMENT" is amended with the following:
PORTFOLIO MANAGEMENT. The Fund's Portfolio management team is headed by John
Cunniff. Mr. Cunniff has been primarily responsible for the day-to-day
management of the Fund's investment portfolio since July 1998. He assisted in
co-managing the Fund's investment portfolio since November 1996. Mr. Cunniff has
been a Vice President and Portfolio Manager of the Adviser and Advisory Corp.
since October 1995. Prior to that time, Mr. Cunniff was Vice President,
Portfolio Manager with Templeton Quantitative Advisors. Thomas Copper has been
responsible as a portfolio manager for the day-to-day management of the Fund's
investment portfolio since April 1999. Mr. Copper has been a Vice President and
Portfolio Manager of the Adviser and Advisory Corp. since December 1997, and
since 1986, an Assistant Vice President of the Adviser and Advisory Corp. Prior
to joining Van Kampen, Mr. Copper was a high yield bond analyst for Tenneco
Financial Services. Mr. Copper received his B.A. degree in Economics from Tulane
University and his M.B.A. in Finance from Baylor University. He is a Chartered
Financial Analyst.
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
PACE SPT 599
