VIA EDGAR
August 29, 1995
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, DC 20549
Re: Rule 24f-2 Notice for
Van Kampen American Capital Equity Trust
(formerly known as Van Kampen Merritt Equity Trust)
Ladies and Gentlemen:
On behalf of the above-referenced investment company and its series, Van
Kampen Merritt Growth and Income Fund, Van Kampen American Capital Utility
Fund, (formerly known as Van Kampen Merritt Utility Fund), and Van Kampen
American Capital Balanced Fund, (formerly known as Van Kampen Merritt
Balanced Fund), enclosed herewith for filing under the Investment Company
Act of 1940, as amended, and the General Rules and Regulations of the
Securities and Exchange Commission thereunder are the following:
(a) One conformed copy of the Rule 24f-2 Notice required pursuant to
Rule 24f-2(b)(1) with opinion of counsel attached thereto; and
(b) A wire transfer of the filing fee in the amount of $529.67 in
payment of the fees required by Rule 24f-2(c) and (d) to be
allocated according to Attachment A to the Rule 24f-2 Notice.
Should the staff have any questions regarding the foregoing, please
contact the undersigned at (708) 684-6354, or Nicholas Dalmaso, Esq.
at (708) 684-6774.
Sincerely,
/s/ Renee E. Krol
Renee E. Krol
Paralegal
Enclosures
RULE 24f-2 NOTICE FOR
VAN KAMPEN AMERICAN CAPITAL EQUITY TRUST
(formerly known as VAN KAMPEN MERRITT EQUITY TRUST)
August 29, 1995
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Rule 24f-2 Notice for
Van Kampen American Capital Equity Trust
(formerly known as Van Kampen Merritt Equity Trust), (the
"Registrant") File Numbers 33-8122 and 811-4805
Ladies and Gentlemen:
This letter is the Rule 24f-2 Notice for Van Kampen American Capital
Equity Trust, (formerly known as Van Kampen Merritt Equity Trust),
filed pursuant to Paragraph (b) (1) of the Rule. This Rule 24f-2 Notice
is for the fiscal year ended June 30,1995.
Number of shares of beneficial interest
registered under the Securities Act
of 1933 other than pursuant to this
section but which remained unsold at
the beginning of the fiscal year: 0
Number of shares registered during the fiscal
year other than pursuant to this section: 0
Number of shares issued during the referenced
period by the Registrant for its series,
Van Kampen Merritt Growth and Income Fund:
Class A Shares 496,242
Class B Shares 671,255
Class C Shares 46,418
Class D Shares 0
Number of shares issued during the referenced
period by the Registrant for its series,
Van Kampen American Capital Utility Fund
(formerly known as Van Kampen Merritt Utility Fund):
Class A Shares 542,836
Class B Shares 907,385
Class C Shares 34,020
Class D Shares 0
Number of shares issued during the referenced
period by the Registrant for its series,
Van Kampen American Capital Balanced Fund
(formerly known as Van Kampen Merritt Balanced Fund):
Class A Shares 375,263
Class B Shares 532,317
Class C Shares 49,426
Class D Shares 14
Total Number of shares issued during the
referenced period: 3,655,176
Total Number of shares issued during the
referenced period in reliance upon
registration pursuant to this section: 3,655,176
Enclosed is an opinion of counsel concerning the shares registered
pursuant to this section, together with the fee*.
Sincerely,
/s/ Edward C. Wood III
Edward C. Wood III
Vice President & Treasurer
*See Attachment A for Calculation of Rule 24f-2 Fee.
<TABLE>
ATTACHMENT A TO RULE 24F-2 NOTICE
VAN KAMPEN AMERICAN CAPITAL EQUITY TRUST
(formerly known as VAN KAMPEN MERRITT EQUITY TRUST)
<CAPTION>
No. Shares $ Amount Net Share Net $ Rule 24f-2
Series Name No. Shares Sold $ Amount Sold Redeemed Redeemed Increase Increase Fee
<S> <C> <C> <C> <C> <C> <C> <C>
VKM Growth and
Income Fund
Class A Shares 496,242 $9,104,850.00 595,540 $11,049,277.00 (99,298) ($1,944,427.00) ($670.49)
Class B Shares 671,255 $12,373,711.00 417,305 $7,733,657.00 253,950 $4,640,054.00 $1,600.02
Class C Shares 46,418 $844,907.00 4,370 $84,267.00 42,048 $760,640.00 $262.29
Class D Shares 0 $0.00 111 $2,132.00 (111) ($2,132.00) ($0.74)
VKAC Utility Fund
Class A Shares 542,836 $7,012,472.00 918,564 $11,858,442.00 (375,728) ($4,845,970.00) ($1,671.02)
Class B Shares 907,385 $11,745,156.00 1,539,119 $19,841,320.00 (631,734) ($8,096,164.00) ($2,791.78)
Class C Shares 34,020 $436,224.00 30,118 $382,553.00 3,902 $53,671.00 $18.51
Class D Shares 0 $0.00 115 $1,599.00 (115) ($1,599.00) ($0.55)
VKAC Balanced Fund
Class A Shares 375,263 $5,399,046.00 74,902 $1,097,044.00 300,361 $4,302,002.00 $1,483.45
Class B Shares 532,317 $7,659,184.00 115,096 $1,676,445.00 417,221 $5,982,739.00 $2,063.01
Class C Shares 49,426 $703,213.00 1,007 $14,544.00 48,419 $688,669.00 $237.47
Class D Shares 14 $200.00 114 $1,635.00 (100) ($1,435.00) ($0.49)
TOTAL 3,655,176 $55,278,963.00 $3,696,361 $53,742,915.00 (41,185) $1,536,048.00 $529.67
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
Net aggregate sale price of shares sold: $1,536,048.00
Divided by 2900: /2900
-----
Total 24f-2 Fee: $529.67
=======
</TABLE>
[LETTERHEAD OF SKADDEN, ARPS, SLATE, MEAGHER & FLOM]
August 29, 1995
Van Kampen American Capital Equity Trust
One Parkview Plaza
Oakbrook Terrace, IL 60181
Re: Filing of 24f-2 Notice
Ladies and Gentlemen:
We have acted as special counsel to Van Kampen
American Capital Equity Trust (the "Trust"), a Delaware
business trust, in connection with the filing of a 24f-2
Notice (the "Notice") with the Securities and Exchange
Commission (the "Commission"). The Notice makes definite
registration of 3,655,176 shares of beneficial interest,
$0.01 par value (the "Shares"), for the Trust's fiscal
year ended June 30, 1995, which Shares were issued by the
respective series of the Trust and in the respective
classes of Shares as set forth in Annex A attached here-
to.
In connection with the foregoing, we have exam-
ined the originals or copies, certified or otherwise
identified to our satisfaction, of the following docu-
ments:
(i) the Certificate of Trust of the Trust dated
as of May 10, 1995 and filed with the Secretary of State
of Delaware on July 28, 1995,
(ii) the Agreement and Declaration of Trust of
the Trust dated as of May 10, 1995 (the "Agreement and
Declaration of Trust"),
Van Kampen American Capital Equity Trust
August 29, 1995
Page 2
(iii) the Certificate of Designation of each
series of the Trust, each dated as of May 10, 1995,
(iv) the By-laws of the Trust,
(v) each Post-Effective Amendment under the
Securities Act of 1933, as amended (the "Securities
Act"), and under the Investment Company Act of 1940 (the
"1940 Act"), to the Registration Statement of the Trust
on Form N-1A, Commission File Nos. 33-8122 and 811-4805
(the "Registration Statement"), filed with the Commission
after June 30, 1994 and prior to the date hereof, and the
exhibits contained therein,
(vi) copies of certain resolutions adopted by
the Board of Trustees of the Trust relating to the autho-
rization, issuance and sale of the Shares and furnished
to us by the Trust,
(vii) the order of the Commission, dated July
28, 1993 (Release No. IC-19600), exempting the Trust from
certain sections of the 1940 Act to the extent necessary
to permit its series to issue two or more classes of
shares with differing voting rights, conversion rights
and expense allocations and to impose a contingent de-
ferred sales charge in connection with redemptions of a
class of shares of one or more series, and
(viii) such other agreements, documents, cer-
tificates and other records as we have deemed necessary
or appropriate as a basis for the opinions set forth
herein.
In such examination we have assumed the legal
capacity of natural persons, the genuineness of all
signatures, the authenticity of all documents submitted
to us as originals, the conformity to original documents
of all documents submitted to us as copies and the au-
thenticity of the originals of such latter documents. As
to any facts material to such opinions which were not
independently established, we have relied on statements
or representations of officers of the Trust or others.
Van Kampen American Capital Equity Trust
August 29, 1995
Page 3
Members of this Firm are admitted to the prac-
tice of law in the State of Delaware, and we express no
opinion as to the law of any other jurisdiction.
Based upon and subject to the foregoing, we
are of the opinion that the issuance and sale of the Shares
by the Trust have been validly authorized and, assuming
certificates therefor have been duly executed and deliv-
ered or the shareholders' accounts have been duly credit-
ed and the Shares represented thereby have been fully
paid for, such Shares were validly issued, fully paid and
nonassessable.
Wayne W. Whalen, a Trustee of the Trust, is a
partner in this firm.
We hereby consent to the filing of this opinion
with the Notice.
Very truly yours,
<TABLE>
ANNEX A
<CAPTION>
Series of
Van Kampen American Class A Class B Class C Class D
Capital Equity Fund<F1> Shares Shares Shares Shares
<S> <C> <C> <C> <C>
Van Kampen Merritt
Growth &
Income Fund 496,242 671,255 46,418 0
Van Kampen American
Capital Utility Fund 542,836 907,385 34,020 0
Van Kampen American
Capital Balanced Fund 375,263 532,317 49,426 14
Van Kampen American
Capital Growth Fund 0 0 0 0
Van Kampen American
Capital Total Return
Fund 0 0 0 0
<FN>
<F1> The Van Kampen American Capital Growth Fund and the
Van Kampen American Capital Total Return Fund have
not commenced operation and no securities have been
issued thereunder.
</TABLE>
