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                   SUPPLEMENT DATED FEBRUARY 19, 1999 TO THE
 
                      PROSPECTUS DATED SEPTEMBER 30, 1998
 
                        VAN KAMPEN U.S. REAL ESTATE FUND
 
                                PORTFOLIO OF THE
 
                          VAN KAMPEN SERIES FUND, INC.
                                 -------------
 
    Effective February 19, 1999, the Van Kampen U.S. Real Estate Fund (the
"Fund") is no longer offering shares. The assets and liabilities of the Fund
were acquired by the Van Kampen Real Estate Securities Fund, and the Fund was
liquidated pursuant to the Agreement and Plan of Reorganization.



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