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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13E-4
ISSUER TENDER OFFER STATEMENT
(Pursuant to Section 13 (e) (1) of the Securities Exchange Act of 1934)
(Amendment No. 2)
VAN KAMPEN PRIME RATE INCOME TRUST
(Name of Issuer)
VAN KAMPEN PRIME RATE INCOME TRUST
(Name of Person(s) Filing Statement)
Common Shares of Beneficial Interest, Par Value $0.01 per Share
(Title of Class of Securities)
920914-108
(CUSIP Number of Class of Securities)
A. Thomas Smith III
Executive Vice President, General Counsel and Secretary
Van Kampen Investments Inc.
1 Parkview Plaza
P.O. Box 5555
Oakbrook Terrace, Illinois 60181-5555
(630) 684-6000
(800) 421-5666
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of Person(s)
Filing Statement)
Copies to:
Wayne W. Whalen, Esq
Thomas A. Hale, Esq
Skadden, Arps, Slate, Meagher & Flom (Illinois)
333 West Wacker Drive
Chicago, Illinois 60606
(312) 407-0700
June 18, 1999
(Date Tender Offer First Published,
Sent or Given to Security Holders)
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This Amendment No. 2 to the Issuer's Tender Offer Statement on Schedule
13E-4 filed with the Securities and Exchange Commission on June 18, 1999 by Van
Kampen Prime Rate Income Trust (the "Trust"), with respect to the tender offer
to purchase 57,963,104 of the Trust's outstanding common shares of beneficial
interest, par value $0.01 per share, amends the Schedule 13E-4, to make a
revision to Amendment No. 1 to the Schedule 13E-4 which amendment was previously
filed with the Securities and Exchange Commission on July 30, 1999, by amending
the following supplemental information: the number of common shares of
beneficial interest of the Trust validly tendered through the expiration date
and not withdrawn is amended to be 27,201,685 (previously misstated due to
administrative error). All 27,201,685 such shares were purchased in their
entirety at the price of $9.90 per share, the net asset value at the time the
offer expired. Payment for the shares was mailed prior to the date hereof. The
Schedule 13E-4 is hereby terminated.
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SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
VAN KAMPEN PRIME RATE INCOME TRUST
Dated: August 19, 1999 /s/ Dennis J. McDonnell
Dennis J. McDonnell
President and Trustee
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EXHIBIT INDEX
Exhibit Description
(a) (1) (i) Advertisement printed in The Wall Street Journal*
(a) (1) (ii) Offer to Purchase (including Financial Statements)*
(a) (2) Form of Letter of Transmittal (including Guidelines for
Certification of Tax Identification Number)*
(a) (3) (i) Form of Letter to Brokers, Dealers, Commercial Banks, Trust
Companies and Other Nominees*
(a) (3) (ii) Form of Letter to Clients of Brokers, Dealers, Commercial
Banks, Trust Companies and Other Nominees*
(a) (3) (iii) Form of Letter to Selling Group Members*
(a) (3) (iv) Form of Operations Notice*
(a) (4) Form of Letter to Shareholders who have requested Offer to
Purchase*
(a) (5) Text of Initial Press Release dated June 18, 1999*
(a) (6) Text of Completion Press Release dated July 30, 1999*
(b) Second Amendment and Restatement of Credit Agreement between
Van Kampen Prime Rate Income Trust, Van Kampen Senior
Floating Rate Fund, Various Financial Institutions and Bank of
America National Trust and Savings Association, as agent, dated
as of June 14, 1999.*
National Trust and Savings Association*
(c) (1) Investment Advisory Agreement*
(c) (2) Administration Agreement*
(c) (3) Offering Agreement
* Previously filed.
