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EXHIBIT (a)(17)
VAN KAMPEN LIFE INVESTMENT TRUST
Certificate of Designation
of
Select Growth Portfolio
The undersigned, being the Secretary of Van Kampen Life Investment Trust, a
Delaware business trust (the "Trust"), pursuant to the authority conferred upon
the Trustees of the Trust by Section 6.1 of the Trust's First Amended and
Restated Agreement and Declaration of Trust ("Declaration"), and by the
affirmative vote of a Majority of the Trustees does hereby establish and
designate as a Series of the Trust the Select Growth Portfolio (the "Portfolio")
with following the rights, preferences and characteristics:
1. Shares. The beneficial interest in the Portfolio shall be divided into Shares
having a nominal or par value of $0.01 per Share, of which an unlimited number
may be issued, which Shares shall represent interests only in the Portfolio. The
Trustees shall have the authority from time to time to authorize separate Series
of Shares for the Trust as they deem necessary or desirable.
2. Classes of Shares. The Shares of the Portfolio shall be divided into two
classes--Class I and Class II. The Trustees shall have the authority from time
to time to authorize additional Classes of Shares of the Portfolio.
3. Sales Charges. Each Class I Share and Class II Share shall be subject to such
sales charges, if any, as may be established from time to time by the Trustees
in accordance with the Investment Company Act of 1940 (the "1940 Act") and
applicable rules and regulations of the National Association of Securities
Dealers, Inc., all as set forth in the Portfolio's prospectus.
4. Allocation of Expenses Among Classes. Expenses related solely to a particular
Class (including, without limitation, distribution expenses under an
administrative or service agreement, plan or other arrangement, however
designated) shall be borne by that Class and shall be appropriately reflected
(in a manner determined by the Trustees) in the net asset value, dividends,
distribution and liquidation rights of the Shares of that Class.
5. Special Meetings. A special meeting of Shareholders of a Class of the
Portfolio may be called with respect to the Rule 12b-1 distribution plan
applicable to such Class or with respect to any other proper purpose affecting
only holders of shares of such Class at any time by a Majority of the Trustees.
6. Other Rights Governed by Declaration. All other rights, preferences,
qualifications, limitations and restrictions with respect to Shares of any
Series of the Trust or with respect to any Class of Shares set forth in the
Declaration shall apply to Shares of the Portfolio unless otherwise specified in
this Certificate of Designation, in which case this Certificate of Designation
shall govern.
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7. Amendments, etc. Subject to the provisions and limitations of Section 9.5 of
the Declaration and applicable law, this Certificate of Designation may be
amended by an instrument signed in writing by a Majority of the Trustees (or by
and officer of the Trust pursuant to the vote of a Majority of the Trustees) or
when authorized to do so by the vote in accordance with the Declaration of the
holders of a majority of all the Shares of the Portfolio outstanding and
entitled to vote or, if such amendment affects the Shares of one or more but not
all of the Classes of the Portfolio, the holders of a majority of all the Shares
of the affected Classes outstanding and entitled to vote.
8. Incorporation of Defined Terms. All capitalized terms which are not defined
herein shall have the same meaning as ascribed to those terms in the
Declaration.
September 12, 2000
/s/ A. Thomas Smith
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A. Thomas Smith III
Vice President and Secretary
