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VAN KAMPEN AMERICAN CAPITAL
PRIME RATE INCOME TRUST
SUPPLEMENT DATED FEBRUARY 11, 1997, TO THE PROSPECTUS DATED NOVEMBER 13, 1996
The Fund's investment adviser, Van Kampen American Capital Investment
Advisory Corp., is an indirect subsidiary of Morgan Stanley Group Inc. On
February 5, 1997, Morgan Stanley Group Inc. and Dean Witter, Discover & Co.
announced that they had entered into an Agreement and Plan of Merger to form
Morgan Stanley, Dean Witter, Discover & Co. Subject to certain conditions being
met, it is currently anticipated that the transaction will close in mid-1997.
Thereafter, Van Kampen American Capital Investment Advisory Corp. will be an
indirect subsidiary of Morgan Stanley, Dean Witter, Discover & Co.
Dean Witter, Discover & Co. is a financial services company with three major
businesses: full service brokerage, credit services and asset management.
