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AMERICAN CAPITAL UTILITIES INCOME FUND, INC.
SUPPLEMENT DATED MAY 12, 1995 TO PROSPECTUS DATED
JANUARY 31, 1995
On May 11, 1995, the Board of Directors of American Capital Utilities Income
Fund, Inc. (the "American Capital Fund") approved an Agreement and Plan of
Reorganization between the American Capital Fund and the Van Kampen Merritt
Utility Fund, a sub-trust of the Van Kampen Merritt Equity Trust (the "Van
Kampen Fund"), a fund advised by Van Kampen American Capital Investment Advisory
Corp., providing for the transfer of assets and liabilities of the American
Capital Fund to the Van Kampen Fund in exchange for shares of beneficial
interest of the Van Kampen Fund at its net asset value per share (the
"Reorganization").
Van Kampen American Capital Investment Advisory Corp. and Van Kampen American
Capital Asset Management, Inc., the investment adviser to the American Capital
Fund, are wholly owned subsidiaries of Van Kampen American Capital, Inc., which
is a wholly owned subsidiary of VK/AC Holding, Inc.
The Reorganization is subject to approval by the holders of a majority of the
outstanding shares of the American Capital Fund. Further details of the proposed
Reorganization will be contained in the proxy statement/prospectus expected to
be mailed to shareholders in July, 1995.
The Van Kampen Fund had assets of $131.9 million on March 31, 1995. Its
objective is to seek to provide its shareholders with capital appreciation and
current income by investing in a diversified portfolio of common stocks and
income securities issued by companies engaged in the utilities industry. The
American Capital Fund and the Van Kampen Fund have similar investment objectives
and follow generally similar investment policies although the Van Kampen Fund
invests a greater percentage of its assets in securities issued by companies
engaged in the utilities industry.
The American Capital Fund will continue its normal operations prior to the
Reorganization.
