nvcsr
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-08743
Van Kampen Senior Income Trust
(Exact name of registrant as specified in charter)
522 Fifth Avenue, New York, New York 10036
(Address of principal executive offices) (Zip code)
Edward C. Wood III
522 Fifth Avenue, New York, New York 10036
(Name and address of agent for service)
Registrants telephone number, including area code: 212-762-4000
Date of fiscal year end: 7/31
Date of reporting period: 7/31/09
Item 1. Report to Shareholders.
The
Trusts annual report transmitted to shareholders pursuant
to Rule 30e-1
under the Investment Company Act of 1940 is as follows:
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MUTUAL FUNDS
Van Kampen
Senior Income Trust
(V VR)
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Privacy Notice information on the
back.
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Welcome, Shareholder
In this report, youll learn about how your investment in
Van Kampen Senior Income Trust performed during the annual
period. The portfolio management team will provide an overview
of the market conditions and discuss some of the factors that
affected investment performance during the reporting period. In
addition, this report includes the trusts financial
statements and a list of trust investments as of July 31,
2009.
Market forecasts provided in this report may not necessarily
come to pass. There is no assurance that the trust will achieve
its investment objective. Trusts are subject to market risk,
which is the possibility that the market values of securities
owned by the trust will decline and that the value of the trust
shares may therefore be less than what you paid for them.
Accordingly, you can lose money investing in this trust.
An investment in senior loans is subject to certain risks
such as loan defaults and illiquidity due to insufficient
collateral backing.
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NOT FDIC INSURED
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OFFER NO BANK GUARANTEE
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MAY LOSE VALUE
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NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY
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NOT A DEPOSIT
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Performance
Summary as
of 7/31/09 (Unaudited)
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Senior
Income Trust
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Symbol:
VVR
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Average Annual
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Based on
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Based on
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Total
Returns
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NAV
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Market
Price
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Since Inception (6/23/98)
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0.22
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%
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1.16
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%
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10-year
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1.12
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1.64
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5-year
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6.46
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8.85
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1-year
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30.27
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26.06
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Performance data
quoted represents past performance, which is no guarantee of
future results, and current performance may be lower or higher
than the figures shown. For the most recent month-end
performance figures, please visit vankampen.com or speak with
your financial advisor. Investment returns and principal value
will fluctuate and trust shares, when redeemed, may be worth
more or less than their original cost.
The NAV per share is
determined by dividing the value of the trusts portfolio
securities, cash and other assets, less all liabilities and
preferred shares, by the total number of common shares
outstanding. The common share market price is the price the
market is willing to pay for shares of the trust at a given
time. Common share market price is influenced by a range of
factors, including supply and demand and market conditions.
Total return assumes an investment at the beginning of the
period, reinvestment of all distributions for the period in
accordance with the trusts dividend reinvestment plan, and
sale of all shares at the end of the period.
1
Trust Report
For the
12-month
period ended July 31, 2009
Market
Conditions
The senior loan market rallied strongly in 2009, returning
38.4 percent through July 31 as measured by the
S&P LSTA Leveraged Loan Index (the Index). In
the second quarter of the year the Index advanced
20.4 percent, the highest quarterly return on record,
eclipsing the previous record of 9.8 percent set in the
first quarter of 2009. The Index has now recovered a substantial
amount of the losses experienced in the fourth quarter of 2008.
In the latter months of 2008, risk aversion, tight credit
conditions, forced selling and rising corporate defaults made
for a difficult environment for senior loans. In 2009 to date,
however, technical factors in the market improved considerably.
Flows into the asset class increased at an accelerating rate;
retail fund inflows totaled $1.4 billion in the second
quarter, nearly double the amount of inflows in the first
quarter. At the same time, the pool of investable assets
contracted at an increasing pace as loan prepayments
accelerated. These prepayments came primarily from two sources.
The first was the significant issuance of high yield bonds used
to repay senior loans. This bond for loan take-out
trend had the double impact of reducing the pool of investable
loans and providing loan funds with cash to redeploy into other
loans. Secondly, loan buybacks further reduced the supply of
loans, although the pace of buybacks did slow in the second
quarter. These factors, combined with a lack of new issuance,
led loan managers to put their cash to work buying loans in the
secondary market and thus, bidding up the market price of loans.
In the first quarter of 2009, loan managers focused on higher
quality leveraged loans and therefore, BB rated loans saw the
most gain. In the second quarter, however, investor risk
appetite increased and lower quality loans began to outperform,
leading to substantial gains for B and CCC rated loans.
The rally in the loan market has come in spite of the fact that
economic data has remained generally weak. Gross domestic
product (GDP) continued to contract and the unemployment rate
approached 10 percent while the housing market remained
weak and consumers showed no signs of increasing spending in the
near future. In addition, corporate defaults continued to rise,
with the senior loan default rate increasing to 9.4 percent
as of July 31. We believe that this trend will continue and
the default rate may potentially peak in the low teens around
calendar year end before beginning to decline in 2010.
2
Performance
Analysis
The Trusts return can be calculated based upon either the
market price or the net asset value (NAV) of its shares. NAV per
share is determined by dividing the value of the Trusts
portfolio securities, cash and other assets, less all
liabilities and preferred shares, by the total number of common
shares outstanding, while market price reflects the supply and
demand for the shares. As a result, the two returns can differ,
as they did during the reporting period. For the 12 months
ended July 31, 2009, the Trust returned -26.06 percent
on a market price basis and -30.27 percent on an NAV basis.
Total return for
the 12-month
period ended July 31, 2009
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Based on
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Based on
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NAV
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Market
Price
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30.27
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%
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26.06
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%
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Performance data
quoted represents past performance, which is no guarantee of
future results, and current performance may be lower or higher
than the figures shown. Investment return, net asset value and
common share market price will fluctuate and Trust shares, when
sold, may be worth more or less than their original cost. See
Performance Summary for additional performance
information.
We continued to adhere to our research-intensive investment
process, employing a
bottom-up
security selection process driven by thorough analysis of
individual company fundamentals, and have not relaxed our
rigorous credit standards. With defaults continuing to rise
despite some nascent signs of recovery in the economy, we have
increased our exposure to industries we believe exhibit greater
defensive characteristics such as health care, utilities, cable
and food. These industries historically have tended to have
consistent cash flows and hard assets where being senior secured
can provide for better recoveries in the event of default.
Conversely, we avoided sectors or industries we believed were
more cyclical, or vulnerable to an economic downturn. For
example, the Trust remained underweighted in the auto, airline
and retail industries because of their susceptibility to the
weakening economy. Concentrations in the portfolio by both
industry and borrower remain low, reflecting our belief that,
after credit selection, diversification is the best way to help
guard against defaults in what we believe will continue to be a
rising default environment over the near term.
The Trust remained fully invested in senior secured loans, and
used a modest amount of leverage, which enhanced returns during
the market rally we experienced over the past several months. In
fact, year to date through July 31, the Trust returned
49.75 percent on a market-price basis and
62.62 percent on an NAV basis, although past performance is
no guarantee of future results. Leverage involves borrowing at a
floating short-term rate and reinvesting the proceeds at a
higher rate. Unlike other fixed-income asset classes, using
leverage in conjunction with senior loans does not involve the
same degree of risk from rising short-term interest rates since
the income from senior loans adjusts to changes in interest
rates, as do the rates which
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determine the Trusts borrowing costs. (Similarly, should
short-term rates fall, borrowing costs would also decline.
Leverage, though, may lead to greater share price volatility.)
While the amount of leverage used has been reduced, we continue
to believe that a modest amount of leverage will be beneficial
going forward.
Market
Outlook
Despite the increase in the default rate and the large rally in
loan prices, we still see value in the leveraged loan asset
class over the longer term. In the near term, however, we expect
the loan market to have some volatility. On the one hand, the
technical factors in the market remain strong and show no signs
of abating, and the recent economic news has been encouraging.
But our optimism with respect to the rally continuing with its
current momentum is tempered by our view that the timing and
speed of an economic recovery remains uncertain.
Going forward, we will remain focused on ensuring the Trust has
sufficient liquidity while maintaining a high quality,
well-diversified portfolio of issuers with stable cash flows,
strong management teams, and collateral value sufficient to
provide a solid second way out in a worst-case default scenario.
There is no guarantee that any sectors mentioned will
continue to perform as discussed herein or that securities in
such sectors will be held by the Trust in the future.
4
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Summary
of Investments by Industry Classification as of 7/31/09
(Unaudited)
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Healthcare
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10.9
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%
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Utilities
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8.0
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Beverage, Food & Tobacco
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6.4
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Hotels, Motels, Inns & Gaming
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5.8
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Finance
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5.7
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Chemicals, Plastics & Rubber
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5.3
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BroadcastingCable
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5.3
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Entertainment & Leisure
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4.8
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Printing & Publishing
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4.6
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Automotive
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2.9
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Electronics
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2.7
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Insurance
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2.6
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Business Equipment & Services
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2.5
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Containers, Packaging & Glass
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2.5
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Non-Durable Consumer Products
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2.4
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Aerospace/Defense
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2.2
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Education & Child Care
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2.1
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BroadcastingTelevision
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1.7
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BroadcastingRadio
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1.6
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Textiles & Leather
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1.6
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Medical Products & Services
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1.5
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Buildings & Real Estate
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1.5
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Restaurants & Food Service
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1.4
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RetailStores
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1.3
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Construction Material
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1.1
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Banking
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1.1
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TelecommunicationsLocal Exchange Carriers
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1.0
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TelecommunicationsWireless
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0.9
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BroadcastingDiversified
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0.8
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Paper & Forest Products
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0.8
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Pharmaceuticals
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0.7
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Health & Beauty
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0.7
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Machinery
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0.6
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Diversified Manufacturing
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0.6
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Grocery
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0.6
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Home & Office Furnishings, Housewares &
Durable Consumer Products
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0.6
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RetailSpecialty
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0.6
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TelecommunicationsLong Distance
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0.5
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RetailOil & Gas
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0.4
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Ecological
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0.3
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TransportationCargo
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0.3
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Farming & Agriculture
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0.2
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Durable Consumer Products
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0.2
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Natural Resources
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0.1
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Mining, Steel, Iron & Non-Precious Metals
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0.1
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Total Long-Term Investments
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99.5
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Short-Term Investments
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0.5
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Total Investments
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100.0
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%
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Subject to change
daily. Provided for informational purposes only and should not
be deemed as a recommendation to buy or sell the securities
mentioned or securities in the sectors shown above. Summary of
investments by industry classification percentages are as a
percentage of total investments. Securities are classified by
sectors that represent broad groupings of related industries.
Van Kampen is a wholly owned subsidiary of a global
securities firm which is engaged in a wide range of financial
services including, for example, securities trading and
brokerage activities, investment banking, research and analysis,
financing and financial advisory services.
5
Portfolio
Management
Van Kampen Senior Income Trust is managed by members of the
Advisers Senior Loan Group, which currently includes
Gerard Fogarty and Jeffrey Scott, each a Vice President of the
Adviser, and Philip Yarrow, an Executive Director of the
Adviser. All team members are responsible for the day-to-day
management of the Trusts portfolio.
Mr. Fogarty joined the Adviser in 2007 and began managing the
Trust in July 2008. Mr. Fogarty has approximately
11 years of investment experience. From 2003 to 2007 and
prior to joining the Adviser, Mr. Fogarty was employed by
JPMorgan and held a number of positions including Director in
the financial institutions group, and most recently as a Credit
Executive in the commercial real estate group. Prior to joining
JPMorgan, Mr. Fogarty was employed as an Associate in the
financial institutions group at Bank of America.
Mr. Fogarty received a B.S. from Indiana University and an
M.B.A. from the University of Chicago Graduate School of
Business.
Mr. Scott joined the Adviser in 2005 and began managing the
Trust in July 2008. Mr. Scott has approximately
18 years of investment industry experience. Prior to
joining the Adviser, Mr. Scott was employed by State Farm
Insurance Companies where he served as an Assistant Vice
President in the Mutual Fund Group responsible for product
development and strategy as well as a Regional Vice President
for Sales for the Financial Services Division. Mr. Scott
received a B.S. from Elmhurst College and an M.B.A. from the
University of Chicago Graduate School of Business.
Mr. Scott also holds the Chartered Financial Analyst
designation.
Mr. Yarrow joined the Adviser in 2005 and began managing
the Trust in March 2007. Mr. Yarrow has over 13 years
of investment experience. Prior to joining the Adviser,
Mr. Yarrow was a credit analyst and a portfolio manager at
Bank One/JPMorgan. Mr. Yarrow received a bachelors
degree in mathematics and economics from the University of
Nottingham and an M.B.A. in finance from Northwestern
University. Mr. Yarrow also holds the Chartered Financial
Analyst designation.
6
For More
Information About Portfolio Holdings
Each Van Kampen trust provides a complete schedule of
portfolio holdings in its semiannual and annual reports within
60 days of the end of the trusts second and fourth
fiscal quarters. The semiannual reports and the annual reports
are filed electronically with the Securities and Exchange
Commission (SEC) on
Form N-CSRS
and
Form N-CSR,
respectively. Van Kampen also delivers the semiannual and
annual reports to fund shareholders, and makes these reports
available on its public Web site, www.vankampen.com. In addition
to the semiannual and annual reports that Van Kampen
delivers to shareholders and makes available through the
Van Kampen public Web site, each fund files a complete
schedule of portfolio holdings with the SEC for the trusts
first and third fiscal quarters on
Form N-Q.
Van Kampen does not deliver the reports for the first and
third fiscal quarters to shareholders, nor are the reports
posted to the Van Kampen public Web site. You may, however,
obtain the
Form N-Q
filings (as well as the
Form N-CSR
and N-CSRS
filings) by accessing the SECs Web site,
http://www.sec.gov.
You may also review and copy them at the SECs Public
Reference Room in Washington, D.C. Information on the operation
of the SECs Public Reference Room may be obtained by
calling the SEC at
(800) SEC-0330.
You can also request copies of these materials, upon payment of
a duplicating fee, by electronic request at the SECs
e-mail
address (publicinfo@sec.gov) or by writing the Public Reference
section of the SEC, Washington, DC
20549-0102.
You may obtain copies of a trusts fiscal quarter filings
by contacting Van Kampen Client Relations at
(800) 341-2929.
Proxy Voting
Policy and Procedures and Proxy Voting Record
You may obtain a copy of the Trusts Proxy Voting Policy
and Procedures without charge, upon request, by calling toll
free
(800) 341-2929
or by visiting our Web site at www.vankampen.com. It is also
available on the Securities and Exchange Commissions Web
site at
http://www.sec.gov.
You may obtain information regarding how the Trust voted proxies
relating to portfolio securities during the most recent
twelve-month period ended June 30 without charge by visiting our
Web site at www.vankampen.com. This information is also
available on the Securities and Exchange Commissions Web
site at
http://www.sec.gov.
7
Investment Advisory Agreement Approval
Both the Investment Company Act of 1940 and the terms of the
Trusts investment advisory agreement require that the
investment advisory agreement between the Trust and its
investment adviser be approved annually both by a majority of
the Board of Trustees and by a majority of the independent
trustees voting separately.
At meetings held on April 17, 2009 and May
20-21, 2009,
the Board of Trustees, and the independent trustees voting
separately, considered and ultimately determined that the terms
of the investment advisory agreement are fair and reasonable and
approved the continuance of the investment advisory agreement as
being in the best interests of the Trust and its shareholders.
In making its determination, the Board of Trustees considered
materials that were specifically prepared by the investment
adviser at the request of the Board and Trust counsel, and by an
independent provider of investment company data contracted to
assist the Board, relating to the investment advisory agreement
review process. The Board also considered information received
periodically about the portfolio, performance, the investment
strategy, portfolio management team and fees and expenses of the
Trust. Finally, the Board considered materials it had received
in connection with the consideration of a share repurchase
program for the Trust. The Board of Trustees considered the
investment advisory agreement over a period of several months
and the trustees held sessions both with the investment adviser
and separate from the investment adviser in reviewing and
considering the investment advisory agreement.
In approving the investment advisory agreement, the Board of
Trustees considered, among other things, the nature, extent and
quality of the services provided by the investment adviser, the
performance, fees and expenses of the Trust compared to other
similar funds and other products, the investment advisers
expenses in providing the services and the profitability of the
investment adviser and its affiliated companies. The Board of
Trustees considered the extent to which any economies of scale
experienced by the investment adviser are shared with the
Trusts shareholders, and the propriety of breakpoints in
the Trusts investment advisory fee schedule. The Board of
Trustees considered comparative advisory fees of the Trust and
other investment companies and/or other products at different
asset levels, and considered the trends in the industry. The
Board of Trustees evaluated other benefits the investment
adviser and its affiliates derive from their relationship with
the Trust. The Board of Trustees reviewed information about the
foregoing factors and considered changes, if any, in such
information since its previous approval. The Board of Trustees
discussed the financial strength of the investment adviser and
its affiliated companies and the capability of the personnel of
the investment adviser, and specifically the strength and
background of its portfolio management personnel. The Board of
Trustees reviewed the statutory and regulatory requirements for
approval and disclosure of investment advisory agreements. The
Board of Trustees, including the independent trustees, evaluated
all of the foregoing and does not believe any single factor or
group of factors control or dominate the review process, and,
after considering all factors together, has determined, in the
exercise of its business judgment, that approval of the
investment advisory agreement is in the best interests
8
of the Trust and its shareholders. The following summary
provides more detail on certain matters considered but does not
detail all matters considered.
Nature, Extent and Quality of the Services Provided. On a
regular basis, the Board of Trustees considers the roles and
responsibilities of the investment adviser as a whole and those
specific to portfolio management, support and trading functions
servicing the Trust. The trustees discuss with the investment
adviser the resources available and used in managing the Trust
and changes made in the Trusts portfolio management team
and the Trusts portfolio management strategy over time.
The trustees also discuss certain other services which are
provided on a cost-reimbursement basis by the investment adviser
or its affiliates to the Van Kampen funds including certain
accounting, administrative and legal services. The Board has
determined that the nature, extent and quality of the services
provided by the investment adviser support its decision to
approve the investment advisory agreement.
Performance, Fees and Expenses of the Trust. On a regular basis,
the Board of Trustees reviews the performance, fees and expenses
of the Trust compared to its peers and to appropriate
benchmarks. In addition, the Board spends more focused time on
the performance of the Trust and other Trusts in the
Van Kampen complex, paying specific attention to
underperforming funds. The trustees discuss with the investment
adviser the performance goals and the actual results achieved in
managing the Trust. When considering a trusts performance,
the trustees and the investment adviser place emphasis on trends
and longer-term returns (focusing on one-year, three-year and
five-year performance with special attention to three-year
performance) and, when a trusts weighted performance is
under the Trusts benchmark or peers, they discuss the
causes and where necessary seek to make specific changes to
investment strategy or investment personnel. The Trust discloses
more information about its performance elsewhere in this report.
The trustees discuss with the investment adviser the level of
advisory fees for this Trust relative to comparable funds and
other products advised by the adviser and others in the
marketplace. The trustees review not only the advisory fees but
other fees and expenses (whether paid to the adviser, its
affiliates or others) and the Trusts overall expense
ratio. The Board has determined that the performance, fees and
expenses of the Trust support its decision to approve the
investment advisory agreement.
Investment Advisers Expenses in Providing the Service and
Profitability. At least annually, the trustees review the
investment advisers expenses in providing services to the
Trust and other funds advised by the investment adviser and the
profitability of the investment adviser. These profitability
reports are put together by the investment adviser with the
oversight of the Board. The trustees discuss with the investment
adviser its revenues and expenses, including among other things,
revenues for advisory services, portfolio management-related
expenses, revenue sharing arrangement costs and allocated
expenses both on an aggregate basis and per fund. The Board has
determined that the analysis of the investment advisers
expenses and profitability support its decision to approve the
investment advisory agreement.
9
Economies of Scale. On a regular basis, the Board of Trustees
considers the size of the Trust and how that relates to the
Trusts expense ratio and particularly the Trusts
advisory fee rate. In conjunction with its review of the
investment advisers profitability, the trustees discuss
with the investment adviser how more (or less) assets can affect
the efficiency or effectiveness of managing the Trusts
portfolio and whether the advisory fee level is appropriate
relative to current asset levels and/or whether the advisory fee
structure reflects economies of scale as asset levels change.
The Board has determined that its review of the actual and
potential economies of scale of the Trust support its decision
to approve the investment advisory agreement.
Other Benefits of the Relationship. On a regular basis, the
Board of Trustees considers other benefits to the investment
adviser and its affiliates derived from the investment
advisers relationship with the Trust and other funds
advised by the investment adviser. These benefits include, among
other things, fees for transfer agency services provided to the
funds, in certain cases research received by the adviser
generated from commission dollars spent on funds portfolio
trading, and in certain cases distribution or service related
fees related to funds sales. The trustees review with the
investment adviser each of these arrangements and the
reasonableness of its costs relative to the services performed.
The Board has determined that the other benefits received by the
investment adviser or its affiliates support its decision to
approve the investment advisory agreement.
10
Van Kampen
Senior Income Trust
Portfolio of
Investments n July 31,
2009
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Principal
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Amount
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Stated
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(000)
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Borrower
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Coupon
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Maturity*
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Value
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Variable Rate** Senior Loan Interests 154.1%
Aerospace/Defense 3.5%
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$
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4,092
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Alion Science and Technology Corp., Term Loan
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|
9.50%
|
|
02/16/13
|
|
$
|
3,355,299
|
|
|
2,159
|
|
|
Apptis, Inc., Term Loan
|
|
3.54 to 3.85
|
|
12/20/12
|
|
|
1,511,636
|
|
|
2,119
|
|
|
Atlantic Marine Services, Term Loan
|
|
4.56
|
|
03/22/14
|
|
|
2,007,548
|
|
|
993
|
|
|
Booz Allen Hamilton, Inc., Term Loan (a)
|
|
7.50
|
|
07/31/15
|
|
|
996,845
|
|
|
1,173
|
|
|
DeCrane Aircraft Holdings, Inc., Term Loan
|
|
6.38
|
|
02/21/13
|
|
|
885,537
|
|
|
8,146
|
|
|
IAP Worldwide Services, Inc., Term Loan (b)
|
|
9.25 to 11.50
|
|
12/30/12 to 06/28/13
|
|
|
4,978,570
|
|
|
4,416
|
|
|
ILC Industries, Inc., Term Loan
|
|
2.29
|
|
02/24/12
|
|
|
4,195,200
|
|
|
2,650
|
|
|
Primus International, Inc., Term Loan
|
|
2.79
|
|
06/07/12
|
|
|
2,239,245
|
|
|
4,819
|
|
|
Vangent, Inc., Term Loan
|
|
2.92
|
|
02/14/13
|
|
|
4,445,829
|
|
|
625
|
|
|
Wesco Aircraft Hardware Corp., Term Loan
|
|
6.04
|
|
03/28/14
|
|
|
490,625
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,106,334
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Automotive 4.6%
|
|
3,250
|
|
|
Acument Global Technologies, Term Loan
|
|
5.10
|
|
08/11/13
|
|
|
1,503,071
|
|
|
3,990
|
|
|
Federal-Mogul Corp., Term Loan
|
|
2.23 to 2.25
|
|
12/27/14 to 12/27/15
|
|
|
3,022,329
|
|
|
9,642
|
|
|
Ford Motor Co., Term Loan
|
|
3.28 to 3.51
|
|
12/16/13
|
|
|
8,231,432
|
|
|
7,075
|
|
|
Metokote Corp., Term Loan
|
|
3.29 to 5.25
|
|
11/27/11
|
|
|
3,802,863
|
|
|
872
|
|
|
Navistar International Corp., Revolving Credit Agreement
|
|
3.54
|
|
01/19/12
|
|
|
812,414
|
|
|
2,398
|
|
|
Navistar International Corp., Term Loan
|
|
3.54
|
|
01/19/12
|
|
|
2,234,137
|
|
|
2,087
|
|
|
Oshkosh Truck Corp., Term Loan
|
|
6.60 to 6.64
|
|
12/06/13
|
|
|
2,072,505
|
|
|
611
|
|
|
Performance Transportation Services, Inc., Revolving Credit
Agreement (c) (d) (e)
|
|
7.29
|
|
01/26/12
|
|
|
168,159
|
|
|
420
|
|
|
Performance Transportation Services, Inc., Term
Loan (c) (d) (e)
|
|
7.50
|
|
01/26/12
|
|
|
115,474
|
|
|
4,865
|
|
|
Polypore, Inc., Term Loan
|
|
2.56
|
|
07/03/14
|
|
|
4,597,509
|
|
|
4,670
|
|
|
Sensata Technologies, Inc., Term Loan
|
|
2.25
|
|
04/26/13
|
|
|
3,935,777
|
|
|
499
|
|
|
TRW Automotive, Inc., Term Loan
|
|
6.31
|
|
02/09/14
|
|
|
474,726
|
|
|
2,000
|
|
|
United Components, Inc., Term Loan
|
|
3.21
|
|
06/29/12
|
|
|
1,765,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
32,735,396
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Banking 1.7%
|
|
13,318
|
|
|
Dollar Financial Corp., Term Loan
|
|
3.29 to 3.35
|
|
10/30/12
|
|
|
12,219,162
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
|
|
Stated
|
|
|
(000)
|
|
Borrower
|
|
Coupon
|
|
Maturity*
|
|
Value
|
|
|
|
|
|
|
|
|
|
|
|
Beverage, Food & Tobacco 10.1%
|
$
|
5,204
|
|
|
Acosta, Inc., Term Loan (a)
|
|
2.54%
|
|
07/28/13
|
|
$
|
4,949,955
|
|
|
3,126
|
|
|
BE Foods Investments, Inc., Term Loan (b)
|
|
6.05
|
|
07/11/12
|
|
|
2,766,593
|
|
|
11,169
|
|
|
Coleman Natural Foods, LLC, Term Loan (b)
|
|
6.92 to 11.72
|
|
08/22/12 to 08/22/13
|
|
|
6,073,386
|
|
|
4,748
|
|
|
DCI Cheese Co., Term Loan
|
|
3.85
|
|
06/30/10
|
|
|
2,730,225
|
|
|
11,185
|
|
|
Dole Food Co. Inc., Term Loan
|
|
7.37 to 8.00
|
|
04/12/13
|
|
|
11,288,777
|
|
|
10,179
|
|
|
DS Waters of America, Inc., Term Loan
|
|
2.54
|
|
10/27/12
|
|
|
9,161,194
|
|
|
4,950
|
|
|
DSW Holdings, Inc., Term Loan
|
|
4.29
|
|
03/02/12
|
|
|
4,133,250
|
|
|
9,753
|
|
|
Farleys & Sathers Candy Co., Inc., Term Loan
|
|
4.04 to 8.30
|
|
06/15/10 to 03/24/11
|
|
|
8,907,763
|
|
|
5,750
|
|
|
FSB Holdings, Inc., Term Loan
|
|
2.56 to 6.06
|
|
09/29/13 to 03/29/14
|
|
|
4,936,804
|
|
|
1,159
|
|
|
Michael Foods, Inc., Term Loan
|
|
6.50
|
|
05/01/14
|
|
|
1,170,758
|
|
|
1,099
|
|
|
PBM Products, LLC, Term Loan
|
|
2.54
|
|
09/29/12
|
|
|
1,027,617
|
|
|
319
|
|
|
Pinnacle Foods Finance, LLC, Revolving Credit Agreement
|
|
3.05
|
|
04/02/13
|
|
|
215,460
|
|
|
6,824
|
|
|
Pinnacle Foods Finance, LLC, Term Loan
|
|
3.06
|
|
04/02/14
|
|
|
6,244,172
|
|
|
749
|
|
|
Smart Balance, Inc., Term Loan
|
|
3.60
|
|
05/18/14
|
|
|
681,983
|
|
|
7,899
|
|
|
Wm. Wrigley Jr. Co., Term Loan
|
|
6.50
|
|
09/30/14
|
|
|
8,001,584
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
72,289,521
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BroadcastingCable 8.3%
|
|
4,520
|
|
|
Cequel Communications, LLC, Term Loan
|
|
2.30 to 4.25
|
|
11/05/13
|
|
|
4,330,106
|
|
|
22,465
|
|
|
Charter Communications Operating, LLC, Term Loan (e)
|
|
6.25 to 6.75
|
|
03/06/14 to 09/06/14
|
|
|
20,323,001
|
|
|
3,701
|
|
|
CSC Holdings, Inc., Term Loan
|
|
1.29
|
|
02/24/12
|
|
|
3,587,364
|
|
|
3,990
|
|
|
DIRECTV Holdings, LLC, Term Loan
|
|
5.25
|
|
04/13/13
|
|
|
4,011,123
|
|
|
4,389
|
|
|
Discovery Communications Holdings, LLC, Term Loan
|
|
5.25
|
|
05/14/14
|
|
|
4,460,321
|
|
|
1,977
|
|
|
Knology Inc., Term Loan
|
|
2.54
|
|
06/30/12
|
|
|
1,848,343
|
|
|
4,888
|
|
|
MCC Iowa, LLC, Term Loan
|
|
2.02 to 6.50
|
|
01/31/15 to 01/03/16
|
|
|
4,671,530
|
|
|
2,340
|
|
|
Mediacom Illinois, LLC, Term Loan
|
|
2.02
|
|
01/31/15
|
|
|
2,201,549
|
|
|
7,271
|
|
|
RCN Corp., Term Loan
|
|
2.88
|
|
05/25/14
|
|
|
6,798,144
|
|
|
7,141
|
|
|
TWCC Holding Corp., Term Loan
|
|
7.25
|
|
09/12/15
|
|
|
7,223,790
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
59,455,271
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BroadcastingDiversified 1.3%
|
|
8,248
|
|
|
Alpha Topco, Ltd., Term Loan (United Kingdom) (a)
|
|
2.54 to 3.79
|
|
12/31/13 to 06/30/14
|
|
|
5,991,933
|
|
|
4,319
|
|
|
Cumulus Media, Inc., Term Loan
|
|
4.29
|
|
06/11/14
|
|
|
2,915,523
|
|
|
701
|
|
|
NEP II, Inc., Term Loan
|
|
2.54
|
|
02/16/14
|
|
|
616,795
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,524,251
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
|
|
Stated
|
|
|
(000)
|
|
Borrower
|
|
Coupon
|
|
Maturity*
|
|
Value
|
|
|
|
|
|
|
BroadcastingRadio 2.6%
|
$
|
2,500
|
|
|
Citadel Broadcasting Corp., Term Loan
|
|
2.33 to 2.35%
|
|
06/12/14
|
|
$
|
1,418,750
|
|
|
6,711
|
|
|
CMP KC, LLC, Term Loan (f)
|
|
6.25
|
|
05/03/11
|
|
|
2,046,799
|
|
|
13,975
|
|
|
CMP Susquehanna Corp., Term Loan
|
|
2.31
|
|
05/05/13
|
|
|
7,616,309
|
|
|
1,741
|
|
|
LBI Media, Inc., Term Loan
|
|
1.79
|
|
03/31/12
|
|
|
1,290,886
|
|
|
4,675
|
|
|
Multicultural Radio Broadcasting, Inc., Term Loan
|
|
3.05 to 6.05
|
|
12/18/12 to 06/18/13
|
|
|
3,265,625
|
|
|
3,761
|
|
|
NextMedia Operating, Inc., Term Loan
|
|
8.25
|
|
11/15/12
|
|
|
2,538,704
|
|
|
2,127
|
|
|
NextMedia Operating, Inc., Term Loan (b) (d)
|
|
11.25
|
|
11/15/13
|
|
|
159,505
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18,336,578
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BroadcastingTelevision 2.7%
|
|
960
|
|
|
Barrington Broadcasting, LLC, Term Loan (a)
|
|
4.85 to 5.19
|
|
08/12/13
|
|
|
599,518
|
|
|
2,687
|
|
|
FoxCo Acquisition, LLC, Term Loan
|
|
7.25
|
|
07/14/15
|
|
|
2,140,620
|
|
|
961
|
|
|
High Plains Broadcasting Operating Co., LLC, Term Loan
|
|
7.25
|
|
09/14/16
|
|
|
670,374
|
|
|
3,630
|
|
|
Newport Television, LLC, Term Loan
|
|
7.25 to 8.00
|
|
09/14/16
|
|
|
2,532,233
|
|
|
249
|
|
|
NV Broadcasting, LLC, Term Loan
|
|
13.00
|
|
02/28/10
|
|
|
249,161
|
|
|
4,115
|
|
|
NV Broadcasting, LLC, Term Loan (d)
|
|
5.25
|
|
11/01/13
|
|
|
1,131,510
|
|
|
3,632
|
|
|
Sunshine Acquisition, Ltd., Term Loan
|
|
3.26
|
|
03/20/12
|
|
|
2,950,942
|
|
|
11,053
|
|
|
Univision Communications, Inc., Term Loan
|
|
2.54
|
|
09/29/14
|
|
|
8,950,801
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19,225,159
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Buildings & Real Estate 2.4%
|
|
2,500
|
|
|
El Ad IDB Las Vegas, LLC, Term Loan
|
|
3.05
|
|
08/09/12
|
|
|
1,937,500
|
|
|
6,000
|
|
|
Ginn LA CS Borrower, LLC, Term Loan (d) (f)
|
|
10.20
|
|
06/08/12
|
|
|
10,002
|
|
|
14,820
|
|
|
Ginn LA CS Borrower, LLC, Term Loan (d)
|
|
6.20 to 7.75
|
|
06/08/11
|
|
|
1,506,705
|
|
|
308
|
|
|
KAG Property, LLC, Term Loan (f)
|
|
6.31
|
|
09/23/09
|
|
|
296,481
|
|
|
6,638
|
|
|
Kuilima Resort Co., Term Loan (b) (d) (f)
|
|
22.25
|
|
09/30/11
|
|
|
0
|
|
|
113
|
|
|
Kuilima Resort Co., Term Loan (b) (d) (f) (g)
|
|
30.25
|
|
10/01/08
|
|
|
0
|
|
|
3,000
|
|
|
Kyle Acquisition Group, LLC, Term Loan (d)
|
|
6.00
|
|
07/20/11
|
|
|
247,500
|
|
|
2,200
|
|
|
Kyle Acquisition Group, LLC, Term Loan (d) (g)
|
|
5.75
|
|
07/20/09
|
|
|
181,500
|
|
13
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
|
|
Stated
|
|
|
(000)
|
|
Borrower
|
|
Coupon
|
|
Maturity*
|
|
Value
|
|
|
|
|
|
|
Buildings & Real Estate (Continued)
|
$
|
602
|
|
|
Lake at Las Vegas Joint Venture, LLC, Revolving Credit
Agreement (b) (d) (e)
|
|
14.35%
|
|
06/20/12
|
|
$
|
37,114
|
|
|
1,000
|
|
|
Lake at Las Vegas Joint Venture, LLC, Term Loan (e)
|
|
7.79
|
|
08/07/09
|
|
|
740,000
|
|
|
6,066
|
|
|
Lake at Las Vegas Joint Venture, LLC, Term
Loan (b) (d) (e)
|
|
14.35
|
|
12/22/12
|
|
|
374,075
|
|
|
10
|
|
|
Lake at Las Vegas Joint Venture, LLC, Term Loan (d) (e)
|
|
20.00
|
|
10/01/09
|
|
|
636
|
|
|
3,389
|
|
|
Landsource Communities Development, LLC, Term
Loan (b) (d) (e) (g)
|
|
8.25
|
|
07/31/09
|
|
|
429,296
|
|
|
4,235
|
|
|
NLV Holdings, LLC, Term Loan (b) (e)
|
|
6.25 to 12.50
|
|
05/09/11 to 05/09/12
|
|
|
740,157
|
|
|
4,718
|
|
|
Realogy Corp., Term Loan
|
|
3.31
|
|
10/10/13
|
|
|
3,656,737
|
|
|
2,000
|
|
|
South Edge, LLC, Term Loan (d)
|
|
5.50
|
|
10/31/09
|
|
|
500,000
|
|
|
1,908
|
|
|
South Edge, LLC, Term Loan (d) (g)
|
|
5.25
|
|
10/31/08
|
|
|
357,752
|
|
|
540
|
|
|
Standard Pacific Corp., Term Loan
|
|
2.60
|
|
05/05/13
|
|
|
380,700
|
|
|
5,946
|
|
|
Tamarack Resorts, LLC, Term Loan (d) (f)
|
|
7.50 to 8.05
|
|
05/19/11
|
|
|
891,900
|
|
|
497
|
|
|
Tamarack Resorts, LLC, Term Loan (d) (f) (g)
|
|
18.00
|
|
07/02/09
|
|
|
478,889
|
|
|
5,533
|
|
|
WCI Communities, Inc., Term Loan (e)
|
|
5.55
|
|
12/23/10
|
|
|
3,190,634
|
|
|
3,876
|
|
|
Yellowstone Mountain Club, LLC, Term
Loan (d) (e) (l)
|
|
4.63 to 5.29
|
|
09/30/10 to 07/16/14
|
|
|
1,007,838
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16,965,416
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Business Equipment & Services 4.0%
|
|
3,620
|
|
|
First American Payment Systems, LP, Term Loan
|
|
3.31 to 4.81
|
|
10/06/13
|
|
|
3,113,415
|
|
|
2,157
|
|
|
GSI Holdings, LLC, Term Loan
|
|
3.68
|
|
08/01/14
|
|
|
1,790,673
|
|
|
1,504
|
|
|
InfoUSA, Inc., Term Loan
|
|
2.60
|
|
02/14/12
|
|
|
1,434,969
|
|
|
5,721
|
|
|
NCO Financial Systems, Term Loan
|
|
7.50
|
|
05/15/13
|
|
|
5,206,306
|
|
|
12,669
|
|
|
Nielsen Finance, LLC, Term Loan
|
|
2.30
|
|
08/09/13
|
|
|
11,893,020
|
|
|
3,909
|
|
|
RGIS Services, LLC, Term Loan
|
|
2.99 to 3.10
|
|
04/30/14
|
|
|
3,342,287
|
|
|
173
|
|
|
Sedgwick CMS Holdings, Inc., Term Loan
|
|
2.54
|
|
01/31/13
|
|
|
161,484
|
|
|
1,960
|
|
|
SMG Holdings, Inc., Term Loan
|
|
3.31 to 4.12
|
|
07/27/14
|
|
|
1,705,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28,647,354
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chemicals, Plastics & Rubber 8.1%
|
|
4,441
|
|
|
Ashland Chemicals, Term Loan (a)
|
|
6.75 to 7.65
|
|
11/13/13 to 05/13/14
|
|
|
4,504,591
|
|
|
2,400
|
|
|
Brenntag Holdings GmbH & Co. KG, Term Loan (Germany)
|
|
4.29
|
|
07/07/15
|
|
|
1,986,000
|
|
|
895
|
|
|
Cristal Inorganic Chemicals US, Inc., Term Loan
|
|
2.85
|
|
05/15/14
|
|
|
666,609
|
|
|
14,990
|
|
|
Hexion Specialty Chemicals, Inc., Term Loan
|
|
2.88
|
|
05/06/13
|
|
|
11,229,758
|
|
14
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
|
|
Stated
|
|
|
(000)
|
|
Borrower
|
|
Coupon
|
|
Maturity*
|
|
Value
|
|
|
|
|
|
|
Chemicals, Plastics & Rubber (Continued)
|
$
|
4,162
|
|
|
Huntsman International, LLC, Term Loan
|
|
2.04%
|
|
04/21/14
|
|
$
|
3,868,909
|
|
|
4,543
|
|
|
Ineos Holdings, Ltd., Term Loan (United Kingdom)
|
|
7.50 to 8.00
|
|
12/16/13 to 12/16/14
|
|
|
3,520,835
|
|
|
9,726
|
|
|
Kraton Polymers, LLC, Term Loan
|
|
2.63
|
|
05/13/13
|
|
|
8,145,705
|
|
|
160
|
|
|
Lyondell Chemical Co., Revolving Credit Agreement (e)
|
|
3.76 to 7.00
|
|
12/20/13
|
|
|
68,921
|
|
|
14,447
|
|
|
Lyondell Chemical Co., Term Loan (e)
|
|
3.79 to 13.00
|
|
12/15/09 to 12/22/14
|
|
|
7,157,190
|
|
|
3,269
|
|
|
Nalco Co., Term Loan
|
|
6.50
|
|
05/13/16
|
|
|
3,313,746
|
|
|
4,950
|
|
|
PQ Corp., Term Loan
|
|
3.54 to 3.75
|
|
07/30/14
|
|
|
3,894,002
|
|
|
5,985
|
|
|
Solutia, Inc., Term Loan
|
|
7.25
|
|
02/28/14
|
|
|
5,860,129
|
|
|
4,733
|
|
|
Univar Inc., Term Loan
|
|
3.29
|
|
10/10/14
|
|
|
4,271,234
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
58,487,629
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction Material 1.1%
|
|
11,116
|
|
|
Axia, Inc., Term Loan (b)
|
|
5.00
|
|
12/21/12
|
|
|
3,056,769
|
|
|
4,173
|
|
|
Building Materials Holding Corp., Term Loan (d) (e)
|
|
6.50
|
|
11/10/11
|
|
|
1,168,489
|
|
|
2,913
|
|
|
Contech Construction Products, Inc., Term Loan
|
|
2.30
|
|
01/31/13
|
|
|
2,527,062
|
|
|
1,500
|
|
|
Custom Building Products, Inc., Term Loan
|
|
10.75
|
|
04/20/12
|
|
|
1,267,500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8,019,820
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Containers, Packaging & Glass 3.9%
|
|
2,439
|
|
|
Anchor Glass Container Corp., Term Loan (a)
|
|
6.75
|
|
06/20/14
|
|
|
2,388,754
|
|
|
3,418
|
|
|
Berlin Packaging LLC, Term Loan
|
|
3.29 to 3.61
|
|
08/17/14
|
|
|
2,743,168
|
|
|
3,180
|
|
|
Berry Plastics Group, Inc., Term Loan (a)
|
|
2.30
|
|
04/03/15
|
|
|
2,711,596
|
|
|
7,072
|
|
|
Graham Packaging Co., L.P., Term Loan
|
|
2.56 to 6.75
|
|
10/07/11 to 04/05/14
|
|
|
7,067,184
|
|
|
1,346
|
|
|
Graphic Packaging International, Inc., Term Loan
|
|
2.31 to 2.60
|
|
05/16/14
|
|
|
1,283,939
|
|
|
6,617
|
|
|
Kranson Industries, Inc., Term Loan
|
|
2.54 to 4.50
|
|
07/31/13
|
|
|
5,900,509
|
|
|
5,816
|
|
|
Packaging Dynamics Operating Co., Term Loan
|
|
2.29
|
|
06/09/13
|
|
|
2,762,740
|
|
|
4,045
|
|
|
Pertus Sechzehnte GmbH, Term Loan (Germany)
|
|
2.66 to 2.91
|
|
06/13/15 to 06/13/16
|
|
|
2,645,414
|
|
|
825
|
|
|
Tegrant Holding Corp., Term Loan
|
|
6.10
|
|
03/08/15
|
|
|
226,875
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27,730,179
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diversified Manufacturing 0.9%
|
|
2,350
|
|
|
Arnold Magnectic Technologies Corp., Term Loan (f)
|
|
7.50 to 8.50
|
|
03/07/11 to 03/06/12
|
|
|
1,626,502
|
|
|
5,835
|
|
|
MW Industries, Inc., Term Loan (f)
|
|
3.29 to 5.04
|
|
11/01/13
|
|
|
5,223,912
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,850,414
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
|
|
Stated
|
|
|
(000)
|
|
Borrower
|
|
Coupon
|
|
Maturity*
|
|
Value
|
|
|
|
|
|
|
Durable Consumer Products 0.3%
|
$
|
2,748
|
|
|
Brown Jordan International, Inc., Term Loan
|
|
4.30 to 6.25%
|
|
04/30/12
|
|
$
|
2,136,487
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ecological 0.5%
|
|
1,471
|
|
|
Energy Solutions, LLC, Term Loan
|
|
2.54
|
|
05/28/13
|
|
|
1,397,186
|
|
|
1,599
|
|
|
Environmental Systems Products Holdings, Term Loan (f)
|
|
13.50
|
|
09/12/12
|
|
|
1,439,408
|
|
|
1,100
|
|
|
Synagro Technologies, Inc., Term Loan
|
|
5.05
|
|
10/02/14
|
|
|
616,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,452,594
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Education & Child Care 3.3%
|
|
1,528
|
|
|
Bright Horizons Family Solutions, Inc., Revolving Credit
Agreement
|
|
3.50 to 5.75
|
|
05/28/14
|
|
|
1,146,000
|
|
|
2,458
|
|
|
Bright Horizons Family Solutions, Inc., Term Loan (a)
|
|
7.50
|
|
05/28/15
|
|
|
2,324,878
|
|
|
7,980
|
|
|
Cengage Learning, Holdings II, LP, Term Loan
|
|
2.79
|
|
07/03/14
|
|
|
6,875,840
|
|
|
1,051
|
|
|
Educate, Inc., Term Loan
|
|
2.85 to 5.85
|
|
06/14/13 to 06/16/14
|
|
|
970,618
|
|
|
3,361
|
|
|
Education Management LLC, Term Loan
|
|
2.38
|
|
06/03/13
|
|
|
3,226,343
|
|
|
12,281
|
|
|
Nelson Education, Ltd., Term Loan (Canada)
|
|
3.10
|
|
07/05/14
|
|
|
8,965,312
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23,508,991
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electronics 4.2%
|
|
4,292
|
|
|
Edwards Ltd., Term Loan (Cayman Islands) (b)
|
|
2.29 to 6.79
|
|
05/31/14 to 11/30/14
|
|
|
2,155,902
|
|
|
540
|
|
|
H3C Holdings, Ltd., Term Loan (Cayman Islands)
|
|
4.79
|
|
09/28/12
|
|
|
487,350
|
|
|
5,363
|
|
|
Infor Enterprise Solutions Holdings, Inc., Term Loan
|
|
4.04
|
|
07/28/12
|
|
|
4,611,750
|
|
|
1,382
|
|
|
Intergraph Corp., Term Loan
|
|
2.66
|
|
05/29/14
|
|
|
1,315,185
|
|
|
1,402
|
|
|
Matinvest 2 SAS, Term Loan (France)
|
|
2.80 to 3.05
|
|
06/23/14 to 06/22/15
|
|
|
834,217
|
|
|
1,601
|
|
|
Network Solutions, LLC, Term Loan
|
|
2.79 to 3.10
|
|
03/07/14
|
|
|
1,397,179
|
|
|
949
|
|
|
Nuance Communications, Inc., Term Loan
|
|
2.29
|
|
03/29/13
|
|
|
899,952
|
|
|
9,294
|
|
|
Open Solutions, Inc., Term Loan
|
|
2.63
|
|
01/23/14
|
|
|
6,626,049
|
|
|
582
|
|
|
Stratus Technologies, Inc., Term Loan
|
|
4.36
|
|
03/29/11
|
|
|
365,205
|
|
|
229
|
|
|
Sungard Data Systems, Inc., Revolving Credit Agreement
|
|
4.25
|
|
08/11/11
|
|
|
186,704
|
|
|
8,923
|
|
|
Sungard Data Systems, Inc., Term Loan
|
|
2.05 to 6.75
|
|
02/28/14 to 02/26/16
|
|
|
8,620,723
|
|
16
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
|
|
Stated
|
|
|
(000)
|
|
Borrower
|
|
Coupon
|
|
Maturity*
|
|
Value
|
|
|
|
|
|
|
Electronics (Continued)
|
$
|
2,216
|
|
|
Verint Systems Inc., Term Loan
|
|
3.54%
|
|
05/25/14
|
|
$
|
1,935,373
|
|
|
715
|
|
|
X-Rite, Inc., Term Loan
|
|
7.25 to 8.00
|
|
10/24/12
|
|
|
562,745
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,998,334
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Entertainment & Leisure 7.5%
|
|
3,881
|
|
|
Bombardier Recreational Products, Inc., Term Loan (Canada)
|
|
3.29 to 3.30
|
|
06/28/13
|
|
|
2,774,971
|
|
|
4,030
|
|
|
Cedar Fair, LP, Term Loan
|
|
2.29 to 4.25
|
|
02/17/12
|
|
|
3,947,914
|
|
|
2,383
|
|
|
Cinemark USA, Inc., Term Loan
|
|
2.04 to 2.67
|
|
10/05/13
|
|
|
2,289,813
|
|
|
7,069
|
|
|
Fender Musical Instruments Corp., Term Loan
|
|
2.54 to 2.85
|
|
06/09/14
|
|
|
5,372,775
|
|
|
2,416
|
|
|
Gibson Guitar Corp., Term Loan
|
|
2.85
|
|
12/29/13
|
|
|
2,084,110
|
|
|
6,000
|
|
|
Hicks Sports Group, LLC, Term Loan (d)
|
|
6.75
|
|
12/22/10
|
|
|
5,325,000
|
|
|
4,404
|
|
|
Metro-Goldwyn-Mayer
Studios, Inc., Revolving Credit Agreement
|
|
3.04
|
|
04/08/10
|
|
|
2,334,038
|
|
|
17,910
|
|
|
Metro-Goldwyn-Mayer
Studios, Inc., Term Loan
|
|
3.54
|
|
04/08/12
|
|
|
10,477,061
|
|
|
4,814
|
|
|
Mets, LP, Term Loan (f)
|
|
2.29
|
|
07/25/10
|
|
|
4,381,000
|
|
|
2,036
|
|
|
Playcore Holdings, Inc., Term Loan
|
|
3.13 to 4.75
|
|
02/21/14
|
|
|
1,709,836
|
|
|
1,355
|
|
|
Regal Cinemas, Corp., Term Loan
|
|
4.35
|
|
10/28/13
|
|
|
1,345,743
|
|
|
3,400
|
|
|
Ticketmaster Entertainment, Inc., Term Loan
|
|
3.60
|
|
07/25/14
|
|
|
3,298,000
|
|
|
2,563
|
|
|
True Temper Sports, Inc., Revolving Credit Agreement (g)
|
|
7.50
|
|
03/15/09
|
|
|
1,524,836
|
|
|
8,126
|
|
|
True Temper Sports, Inc., Term Loan
|
|
7.50
|
|
03/15/11
|
|
|
6,108,380
|
|
|
4,250
|
|
|
True Temper Sports, Inc., Term Loan (d)
|
|
6.60
|
|
06/30/11
|
|
|
850,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
53,823,477
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Farming & Agriculture 0.4%
|
|
3,000
|
|
|
WM. Bolthouse Farms, Inc., Term Loan
|
|
5.79
|
|
12/16/13
|
|
|
2,606,250
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Finance 8.9%
|
|
554
|
|
|
DCS Business Services, Inc., Term Loan (f)
|
|
13.75
|
|
08/04/11
|
|
|
410,172
|
|
|
26,780
|
|
|
First Data Corp., Term Loan
|
|
3.04
|
|
09/24/14
|
|
|
22,655,389
|
|
|
4,559
|
|
|
Grosvenor Capital Management Holdings, LLP, Term Loan
|
|
2.31
|
|
12/05/13
|
|
|
3,943,709
|
|
|
5,779
|
|
|
iPayment, Inc., Term Loan
|
|
2.29 to 2.60
|
|
05/10/13
|
|
|
4,723,976
|
|
|
6,904
|
|
|
LPL Holdings, Inc., Term Loan
|
|
2.04 to 2.35
|
|
06/28/13
|
|
|
6,334,037
|
|
|
1,968
|
|
|
Metavante Corp., Term Loan
|
|
2.78
|
|
11/01/14
|
|
|
1,933,945
|
|
|
9,497
|
|
|
National Processing Co. Group, Term Loan
|
|
3.31 to 7.08
|
|
09/29/13 to 09/29/14
|
|
|
7,059,433
|
|
|
5,865
|
|
|
Nuveen Investments, Inc., Term Loan
|
|
3.29 to 3.49
|
|
11/13/14
|
|
|
4,783,322
|
|
17
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
|
|
Stated
|
|
|
(000)
|
|
Borrower
|
|
Coupon
|
|
Maturity*
|
|
Value
|
|
|
|
|
|
|
Finance (Continued)
|
$
|
10,040
|
|
|
Oxford Acquisition III, Ltd., Term Loan (United Kingdom)
|
|
2.50%
|
|
05/12/14
|
|
$
|
5,371,616
|
|
|
7,242
|
|
|
RJO Holdings Corp., Term Loan
|
|
3.30 to 7.05
|
|
07/12/14 to 07/12/15
|
|
|
2,236,416
|
|
|
7,293
|
|
|
Transfirst Holdings, Inc., Term Loan
|
|
3.04 to 7.04
|
|
06/15/14 to 06/15/15
|
|
|
4,432,615
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
63,884,630
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Grocery 1.0%
|
|
7,214
|
|
|
Roundys Supermarkets, Inc., Term Loan
|
|
3.04 to 3.05
|
|
11/03/11
|
|
|
7,029,318
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Health & Beauty 1.1%
|
|
4,761
|
|
|
American Safety Razor Co., Term Loan
|
|
2.54 to 6.54
|
|
07/31/13 to 01/30/14
|
|
|
3,868,179
|
|
|
7,377
|
|
|
Marietta Intermediate Holding Corp, Term Loan (b)
|
|
5.29 to 12.00
|
|
11/30/10 to 12/31/12
|
|
|
1,363,687
|
|
|
4,094
|
|
|
Philosophy, Inc., Term Loan
|
|
2.29
|
|
03/16/14
|
|
|
2,476,605
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,708,471
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Healthcare 16.5%
|
|
5,060
|
|
|
American Medical Systems, Inc., Term Loan
|
|
2.56
|
|
07/20/12
|
|
|
4,908,609
|
|
|
257
|
|
|
Catalent Pharma Solutions, Inc., Revolving Credit Agreement
|
|
2.54 to 2.55
|
|
04/10/13
|
|
|
186,429
|
|
|
3,859
|
|
|
Catalent Pharma Solutions, Term Loan
|
|
2.54
|
|
04/10/14
|
|
|
3,305,797
|
|
|
20,812
|
|
|
Community Health Systems, Inc., Term Loan
|
|
2.54 to 2.92
|
|
07/25/14
|
|
|
19,602,017
|
|
|
1,177
|
|
|
Concentra Inc., Term Loan
|
|
2.85
|
|
06/25/14
|
|
|
1,047,555
|
|
|
4,640
|
|
|
CRC Health Group, Inc., Term Loan
|
|
2.85
|
|
02/06/13
|
|
|
3,758,334
|
|
|
6,068
|
|
|
DSI Renal, Inc., Term Loan (b)
|
|
5.63
|
|
03/31/13
|
|
|
4,399,236
|
|
|
2,241
|
|
|
Fresenius SE, Term Loan (Germany)
|
|
6.75
|
|
09/10/14
|
|
|
2,263,591
|
|
|
431
|
|
|
Genoa Healthcare Group, LLC, Term Loan
|
|
5.75
|
|
08/10/12
|
|
|
385,875
|
|
|
20,987
|
|
|
HCA, Inc., Term Loan
|
|
1.85 to 2.85
|
|
11/16/12 to 11/18/13
|
|
|
19,744,376
|
|
|
4,328
|
|
|
HCR Healthcare, LLC, Term Loan
|
|
2.79
|
|
12/22/14
|
|
|
3,916,902
|
|
|
10,571
|
|
|
Health Management Associates, Inc., Term Loan
|
|
2.35
|
|
02/28/14
|
|
|
9,842,245
|
|
|
10,780
|
|
|
Inverness Medical Innovations, Inc., Term Loan
|
|
2.29 to 2.60
|
|
06/26/14
|
|
|
10,384,730
|
|
|
3,984
|
|
|
Life Technologies Corp., Term Loan
|
|
5.25
|
|
11/20/15
|
|
|
4,025,924
|
|
|
9,711
|
|
|
Multiplan, Inc., Term Loan
|
|
2.81
|
|
04/12/13
|
|
|
9,261,894
|
|
|
1,200
|
|
|
Select Medical Corp., Revolving Credit Agreement
|
|
2.80 to 4.75
|
|
02/24/11
|
|
|
972,000
|
|
|
2,323
|
|
|
Sun Healthcare Group, Inc., Term Loan
|
|
2.50 to 3.31
|
|
04/21/14
|
|
|
2,096,375
|
|
|
336
|
|
|
Surgical Care Affiliates, LLC, Revolving Credit Agreement
|
|
2.60
|
|
06/28/13
|
|
|
245,280
|
|
18
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
|
|
Stated
|
|
|
(000)
|
|
Borrower
|
|
Coupon
|
|
Maturity*
|
|
Value
|
|
|
|
|
|
|
Healthcare (Continued)
|
$
|
10,264
|
|
|
Surgical Care Affiliates, LLC, Term Loan
|
|
2.60%
|
|
12/29/14
|
|
$
|
9,340,073
|
|
|
5,858
|
|
|
United Surgical Partners International, Inc., Term Loan
|
|
2.29 to 2.51
|
|
04/19/14
|
|
|
5,425,987
|
|
|
3,690
|
|
|
Viant Holdings, Inc., Term Loan
|
|
2.85
|
|
06/25/14
|
|
|
3,209,945
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
118,323,174
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home & Office Furnishings, Housewares &
Durable Consumer Products 0.9%
|
|
5,348
|
|
|
Generation Brands, LLC, Term Loan (b)
|
|
7.85
|
|
06/20/13
|
|
|
668,445
|
|
|
190
|
|
|
Hunter Fan Co., Revolving Credit Agreement
|
|
4.79 to 6.75
|
|
04/16/13
|
|
|
101,427
|
|
|
2,117
|
|
|
Hunter Fan Co., Term Loan
|
|
2.81 to 7.04
|
|
04/16/14 to 10/16/14
|
|
|
1,061,271
|
|
|
2,591
|
|
|
Mattress Holdings Corp., Term Loan
|
|
2.54
|
|
01/18/14
|
|
|
1,476,589
|
|
|
5,066
|
|
|
National Bedding Co., LLC, Term Loan
|
|
5.31
|
|
02/28/14
|
|
|
3,360,574
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,668,306
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hotels, Motels, Inns & Gaming 9.1%
|
|
6,381
|
|
|
BLB Worldwide Holdings, Inc., Term Loan (b)
|
|
4.75
|
|
07/18/11
|
|
|
3,573,406
|
|
|
1,250
|
|
|
BLB Worldwide Holdings, Inc., Term Loan (b) (d)
|
|
6.50
|
|
07/18/12
|
|
|
100,000
|
|
|
748
|
|
|
Cannery Casino Resorts, LLC, Revolving Credit Agreement
|
|
2.79 to 2.80
|
|
05/18/12
|
|
|
643,045
|
|
|
7,463
|
|
|
Cannery Casino Resorts, LLC, Term Loan
|
|
2.54 to 4.54
|
|
05/18/13 to 05/16/14
|
|
|
6,663,898
|
|
|
800
|
|
|
CCM Merger, Inc., Term Loan
|
|
8.50
|
|
07/13/12
|
|
|
737,000
|
|
|
6,764
|
|
|
Golden Nugget, Inc., Term Loan
|
|
2.29 to 3.54
|
|
06/30/14 to 12/31/14
|
|
|
4,401,286
|
|
|
8,751
|
|
|
Greektown Casino, LLC, Term Loan (d) (e)
|
|
7.00
|
|
12/03/12
|
|
|
6,453,997
|
|
|
2,862
|
|
|
Greektown Holdings, LLC, Term Loan (b)
|
|
16.75
|
|
09/01/09
|
|
|
2,843,672
|
|
|
6,597
|
|
|
Green Valley Ranch Gaming, LLC, Term Loan
|
|
2.54 to 4.00
|
|
02/16/14
|
|
|
4,502,128
|
|
|
11,730
|
|
|
Harrahs Operating Co., Inc., Term Loan
|
|
3.50 to 3.60
|
|
01/28/15
|
|
|
9,430,232
|
|
|
10,058
|
|
|
Las Vegas Sands, LLC/Venetian Casino, Term Loan
|
|
2.09
|
|
05/23/14
|
|
|
7,965,898
|
|
|
4,923
|
|
|
Magnolia Hill, LLC, Term Loan
|
|
3.54 to 3.56
|
|
10/30/13
|
|
|
4,331,898
|
|
|
2,850
|
|
|
MGM Mirage, Term Loan
|
|
6.00
|
|
10/03/11
|
|
|
2,443,875
|
|
|
5,891
|
|
|
New World Gaming Partners Holdings, Ltd., Term Loan
|
|
3.10
|
|
09/30/14
|
|
|
3,858,821
|
|
|
8,061
|
|
|
Venetian Macau, Ltd., Term Loan
|
|
2.85
|
|
05/25/12 to 05/25/13
|
|
|
7,482,944
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
65,432,100
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance 4.1%
|
|
3,913
|
|
|
Alliant Holdings I, Inc., Term Loan
|
|
3.60
|
|
08/21/14
|
|
|
3,571,032
|
|
|
8,066
|
|
|
AmWins Group, Inc., Term Loan
|
|
3.11 to 3.16
|
|
06/08/13
|
|
|
5,192,284
|
|
19
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
|
|
Stated
|
|
|
(000)
|
|
Borrower
|
|
Coupon
|
|
Maturity*
|
|
Value
|
|
|
|
|
|
|
Insurance (Continued)
|
$
|
626
|
|
|
Applied Systems, Inc., Term Loan
|
|
2.79%
|
|
09/26/13
|
|
$
|
579,336
|
|
|
2,353
|
|
|
Audatex North America, Inc., Term Loan
|
|
2.44
|
|
05/16/14
|
|
|
2,291,218
|
|
|
3,038
|
|
|
Conseco, Inc., Term Loan
|
|
6.50
|
|
10/10/13
|
|
|
2,217,507
|
|
|
1,650
|
|
|
HMSC Corp., Term Loan
|
|
5.79
|
|
10/03/14
|
|
|
660,000
|
|
|
3,897
|
|
|
Mitchell International, Inc., Term Loan
|
|
5.88
|
|
03/30/15
|
|
|
2,338,010
|
|
|
1,850
|
|
|
USI Holdings Corp., Revolving Credit Agreement
|
|
2.79
|
|
05/05/13
|
|
|
1,313,500
|
|
|
6,035
|
|
|
USI Holdings Corp., Term Loan
|
|
3.35
|
|
05/05/14
|
|
|
5,129,415
|
|
|
6,826
|
|
|
Vertafore, Inc., Term Loan
|
|
3.16 to 6.66
|
|
01/31/12 to 01/31/13
|
|
|
6,308,819
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,601,121
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Machinery 1.0%
|
|
3,510
|
|
|
Gleason, Inc., Term Loan
|
|
2.06 to 2.69
|
|
06/30/13
|
|
|
3,281,554
|
|
|
1,930
|
|
|
Goodman Global, Inc., Term Loan
|
|
6.50
|
|
02/13/14
|
|
|
1,890,194
|
|
|
2,948
|
|
|
Mold-Masters Luxembourg Holdings, SA, Term Loan
|
|
3.81
|
|
10/11/14
|
|
|
2,107,463
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,279,211
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Medical Products & Services 2.4%
|
|
4,637
|
|
|
AGA Medical Corp., Term Loan
|
|
2.30 to 2.37
|
|
04/28/13
|
|
|
3,959,253
|
|
|
5,732
|
|
|
Biomet Inc., Term Loan (a)
|
|
3.29 to 3.61
|
|
03/25/15
|
|
|
5,445,931
|
|
|
8,288
|
|
|
Carestream Health, Inc., Term Loan
|
|
2.29
|
|
04/30/13
|
|
|
7,655,944
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17,061,128
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mining, Steel, Iron & Non-Precious
Metals 0.1%
|
|
690
|
|
|
John Maneely Co., Term Loan
|
|
3.54 to 3.76
|
|
12/09/13
|
|
|
540,422
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Resources 0.2%
|
|
1,680
|
|
|
CDX Funding, LLC, Term Loan (d) (e)
|
|
7.50
|
|
03/31/13
|
|
|
420,000
|
|
|
1,190
|
|
|
Western Refining, Inc., Term Loan
|
|
8.25
|
|
05/30/14
|
|
|
1,146,400
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,566,400
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-Durable Consumer Products 3.7%
|
|
4,008
|
|
|
Amscan Holdings, Inc., Term Loan
|
|
2.54 to 3.38
|
|
05/25/13
|
|
|
3,536,839
|
|
|
5,286
|
|
|
Huish Detergents, Inc., Term Loan
|
|
2.04
|
|
04/26/14
|
|
|
4,995,581
|
|
|
6,731
|
|
|
KIK Custom Products, Inc., Term Loan
|
|
2.54 to 5.29
|
|
06/02/14 to 11/30/14
|
|
|
3,919,331
|
|
|
2,715
|
|
|
Mega Brands, Inc., Term Loan (Canada)
|
|
9.75
|
|
07/26/12
|
|
|
1,079,271
|
|
|
479
|
|
|
Spectrum Brands, Inc., Revolving Credit Agreement (e)
|
|
4.31 to 6.25
|
|
03/30/13
|
|
|
438,762
|
|
|
9,419
|
|
|
Spectrum Brands, Inc., Term Loan (e)
|
|
6.25
|
|
03/30/13
|
|
|
8,633,799
|
|
20
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
|
|
Stated
|
|
|
(000)
|
|
Borrower
|
|
Coupon
|
|
Maturity*
|
|
Value
|
|
|
|
|
|
|
Non-Durable Consumer Products (Continued)
|
$
|
2,200
|
|
|
Targus Group International, Inc., Term Loan
|
|
9.17%
|
|
05/22/13
|
|
$
|
660,000
|
|
|
3,955
|
|
|
Yankee Candle Co., Inc., Term Loan
|
|
2.29
|
|
02/06/14
|
|
|
3,618,712
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26,882,295
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Paper & Forest Products 1.1%
|
|
2,400
|
|
|
Ainsworth Lumber Co., Ltd, Term Loan (f)
|
|
5.31
|
|
06/26/14
|
|
|
1,500,000
|
|
|
1,995
|
|
|
Georgia Pacific Corp., Term Loan
|
|
2.34
|
|
12/20/12
|
|
|
1,930,138
|
|
|
2,197
|
|
|
Tidi Products, LLC, Term Loan (f)
|
|
3.30 to 4.80
|
|
12/29/11 to 06/29/12
|
|
|
2,016,142
|
|
|
393
|
|
|
Verso Paper Holding, LLC, Term Loan (b)
|
|
7.28 to 8.03
|
|
02/01/13
|
|
|
88,334
|
|
|
7,313
|
|
|
White Birch Paper Co., Term Loan (Canada)
|
|
3.35
|
|
05/08/14
|
|
|
2,175,529
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,710,143
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pharmaceuticals 1.2%
|
|
5,000
|
|
|
Mylan Laboratories, Inc., Term Loan
|
|
3.56 to 3.88
|
|
10/02/14
|
|
|
4,871,000
|
|
|
3,919
|
|
|
Nyco Holdings 2 ApS, Term Loan (Denmark) (h)
|
|
2.85 to 3.60
|
|
12/29/13 to 12/29/15
|
|
|
3,539,953
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8,410,953
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Printing & Publishing 7.1%
|
|
1,959
|
|
|
Ascend Media Holdings, LLC, Term Loan (d) (f)
|
|
10.25
|
|
01/31/12
|
|
|
80,309
|
|
|
1,576
|
|
|
Caribe Media, Inc., Term Loan
|
|
2.54 to 2.55
|
|
03/31/13
|
|
|
807,693
|
|
|
10,684
|
|
|
Cygnus Business Media, Inc., Term Loan (d) (g)
|
|
5.75
|
|
07/13/09
|
|
|
4,540,594
|
|
|
2,360
|
|
|
Dex Media West, LLC, Term Loan (e)
|
|
7.00
|
|
10/24/14
|
|
|
1,921,950
|
|
|
989
|
|
|
DRI Holdings, Inc., Term Loan
|
|
3.29 to 3.60
|
|
07/03/14
|
|
|
884,727
|
|
|
11,260
|
|
|
Endurance Business Media, Inc., Term Loan (d) (f)
|
|
4.75 to 11.25
|
|
07/26/13 to 01/26/14
|
|
|
3,486,805
|
|
|
11,623
|
|
|
F&W Publications, Inc., Term Loan
|
|
5.21 to 6.50
|
|
08/05/12 to 02/05/13
|
|
|
3,739,033
|
|
|
9,173
|
|
|
Gatehouse Media Inc., Term Loan
|
|
2.29 to 2.30
|
|
08/28/14
|
|
|
2,319,519
|
|
|
3,438
|
|
|
Idearc, Inc., Term Loan (d) (e)
|
|
6.25
|
|
11/17/14
|
|
|
1,587,097
|
|
|
1,877
|
|
|
Intermedia Outdoor, Inc., Term Loan
|
|
3.60
|
|
01/31/13
|
|
|
938,437
|
|
|
1,588
|
|
|
Knowledgepoint 360 Group, LLC, Term Loan
|
|
4.11 to 7.86
|
|
04/14/14 to 04/13/15
|
|
|
1,105,724
|
|
|
2,404
|
|
|
Local Insight Regatta Holdings, Inc., Term Loan
|
|
6.25
|
|
04/23/15
|
|
|
1,490,718
|
|
|
1,648
|
|
|
MC Communications, LLC, Term Loan (b) (f)
|
|
6.75
|
|
12/31/12
|
|
|
944,213
|
|
|
3,066
|
|
|
MediaNews Group, Inc., Term Loan
|
|
6.79
|
|
12/30/10 to 08/02/13
|
|
|
623,815
|
|
|
3,237
|
|
|
Merrill Communications, LLC, Term Loan (b)
|
|
14.75 to 15.00
|
|
11/15/13
|
|
|
1,715,734
|
|
|
5,383
|
|
|
Network Communications, Inc., Term Loan
|
|
2.50 to 3.75
|
|
11/30/12
|
|
|
3,902,368
|
|
21
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
|
|
Stated
|
|
|
(000)
|
|
Borrower
|
|
Coupon
|
|
Maturity*
|
|
Value
|
|
|
|
|
|
|
Printing & Publishing (Continued)
|
$
|
469
|
|
|
Proquest CSA, LLC, Term Loan
|
|
2.79%
|
|
02/09/14
|
|
$
|
416,016
|
|
|
3,665
|
|
|
Questex Media Group, Inc., Term Loan
|
|
5.25
|
|
05/04/14
|
|
|
1,081,175
|
|
|
8,655
|
|
|
Readers Digest Association, Inc., Term Loan
|
|
2.64 to 2.65
|
|
03/02/14
|
|
|
4,284,018
|
|
|
1,455
|
|
|
Summit Business Media Intermediate, Term Loan
|
|
4.75
|
|
01/06/14
|
|
|
691,093
|
|
|
1,456
|
|
|
Thomas Nelson Publishers, Term Loan
|
|
8.75
|
|
06/12/12
|
|
|
986,112
|
|
|
66,667
|
|
|
Tribune Co., Bridge Loan (d) (e) (f)
|
|
8.25
|
|
12/20/15
|
|
|
541,667
|
|
|
17,662
|
|
|
Tribune Co., Term Loan (d) (e)
|
|
5.25
|
|
06/04/14
|
|
|
7,417,859
|
|
|
9,498
|
|
|
Yell Group, PLC, Term Loan (United Kingdom)
|
|
2.54 to 3.29
|
|
04/30/11 to 10/26/12
|
|
|
5,773,829
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
51,280,505
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restaurants & Food Service 2.3%
|
|
4,424
|
|
|
Advantage Sales & Marketing, Inc., Term Loan (a)
|
|
2.29 to 2.31
|
|
03/29/13
|
|
|
4,227,707
|
|
|
4,946
|
|
|
Aramark Corp., Term Loan (a)
|
|
2.34 to 2.47
|
|
01/27/14
|
|
|
4,705,215
|
|
|
3,136
|
|
|
Center Cut Hospitality, Inc., Term Loan
|
|
3.17
|
|
07/06/14
|
|
|
2,352,000
|
|
|
3,016
|
|
|
NPC International, Inc., Term Loan
|
|
2.04 to 2.35
|
|
05/03/13
|
|
|
2,774,918
|
|
|
2,584
|
|
|
Volume Services America, Inc., Term Loan
|
|
8.25
|
|
12/31/12
|
|
|
2,131,510
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16,191,350
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RetailOil & Gas 0.5%
|
|
4,194
|
|
|
Pantry, Inc., Term Loan
|
|
1.79
|
|
05/15/14
|
|
|
3,934,870
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RetailSpecialty 0.9%
|
|
6,562
|
|
|
Nebraska Book Co., Inc., Term Loan
|
|
9.25
|
|
03/04/11
|
|
|
6,495,893
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RetailStores 2.0%
|
|
1,500
|
|
|
Dollar General Corp., Term Loan
|
|
3.04 to 5.00
|
|
07/07/14
|
|
|
1,464,141
|
|
|
7,462
|
|
|
General Nutrition Centers, Inc., Term Loan
|
|
2.54 to 2.85
|
|
09/16/13
|
|
|
6,823,399
|
|
|
3,819
|
|
|
Guitar Center, Inc., Term Loan
|
|
3.79
|
|
10/09/14
|
|
|
2,870,600
|
|
|
3,038
|
|
|
Sally Holdings, Inc., Term Loan
|
|
2.54 to 2.93
|
|
11/16/13
|
|
|
2,917,951
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14,076,091
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TelecommunicationsLocal Exchange
Carriers 1.0%
|
|
3,409
|
|
|
Global Tel*Link Corp., Term Loan
|
|
9.00
|
|
02/14/13
|
|
|
3,067,972
|
|
|
618
|
|
|
Orius Corp., LLC, Term Loan (c) (d) (e) (f)
|
|
7.25
|
|
01/23/10
|
|
|
5,996
|
|
|
836
|
|
|
Orius Corp., LLC, Term
Loan (c) (d) (e) (f) (g)
|
|
6.75
|
|
01/23/09
|
|
|
8,108
|
|
|
1,169
|
|
|
Paetec Holding Corp., Term Loan
|
|
2.79
|
|
02/28/13
|
|
|
1,108,820
|
|
22
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
|
|
Stated
|
|
|
(000)
|
|
Borrower
|
|
Coupon
|
|
Maturity*
|
|
Value
|
|
|
|
|
|
|
TelecommunicationsLocal Exchange Carriers
(Continued)
|
$
|
3,118
|
|
|
Sorenson Communications, Inc., Term Loan
|
|
2.79 to 7.29%
|
|
08/16/13 to 02/16/14
|
|
$
|
2,901,717
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,092,613
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TelecommunicationsLong Distance 0.7%
|
|
6,017
|
|
|
Level 3 Communications, Inc., Term Loan
|
|
2.54 to 11.50
|
|
03/13/14
|
|
|
5,419,299
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TelecommunicationsWireless 1.4%
|
|
5,771
|
|
|
Asurion Corp., Term Loan (a)
|
|
3.29 to 4.02
|
|
07/03/14
|
|
|
5,573,221
|
|
|
4,064
|
|
|
CommScope, Inc., Term Loan
|
|
3.10
|
|
12/26/14
|
|
|
3,976,215
|
|
|
741
|
|
|
MetroPCS Wireless, Inc., Term Loan
|
|
2.56 to 3.31
|
|
11/04/13
|
|
|
710,552
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,259,978
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Textiles & Leather 2.4%
|
|
5,967
|
|
|
Gold Toe Investment Corp., Term Loan
|
|
8.50 to 11.75
|
|
10/30/13 to 04/30/14
|
|
|
3,698,888
|
|
|
4,650
|
|
|
HBI Branded Apparel Ltd., Inc., Term Loan
|
|
4.25
|
|
03/05/14
|
|
|
4,479,498
|
|
|
4,850
|
|
|
Levi Strauss & Co., Term Loan
|
|
2.54
|
|
03/27/14
|
|
|
4,146,750
|
|
|
3,517
|
|
|
Saint John Knits International, Inc., Term Loan
|
|
10.00
|
|
03/23/12
|
|
|
2,637,981
|
|
|
3,127
|
|
|
Varsity Brands, Inc., Term Loan
|
|
3.06
|
|
02/22/14
|
|
|
2,485,985
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17,449,102
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TransportationCargo 0.5%
|
|
1,013
|
|
|
Cardinal Logistics Management, Inc., Term Loan (f)
|
|
4.04 to 6.00
|
|
09/23/13
|
|
|
615,385
|
|
|
929
|
|
|
JHCI Acquisitions, Inc., Term Loan
|
|
2.79
|
|
06/19/14
|
|
|
738,319
|
|
|
2,060
|
|
|
Kenan Advantage Group, Inc., Term Loan
|
|
3.04
|
|
12/16/11
|
|
|
1,936,558
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,290,262
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Utilities 12.6%
|
|
2,216
|
|
|
Bicent Power, LLC, Term Loan
|
|
2.60
|
|
06/30/14
|
|
|
2,038,646
|
|
|
269
|
|
|
Boston Generating, LLC, Revolving Credit Agreement (a)
|
|
2.85
|
|
12/20/13
|
|
|
198,486
|
|
|
6,580
|
|
|
Boston Generating, LLC, Term Loan (a)
|
|
2.59 to 2.72
|
|
12/20/13
|
|
|
4,854,523
|
|
|
2,790
|
|
|
BRSP, LLC, Term Loan
|
|
7.50
|
|
06/24/14
|
|
|
2,629,879
|
|
|
23,502
|
|
|
Calpine Corp., Term Loan (a)
|
|
3.48
|
|
03/29/14
|
|
|
21,631,962
|
|
|
13,098
|
|
|
First Light Power Resources, Inc., Term Loan
|
|
3.13 to 5.13
|
|
11/01/13 to 05/01/14
|
|
|
11,145,810
|
|
|
5,500
|
|
|
Longview Power, LLC, Term Loan
|
|
2.88 to 2.94
|
|
02/28/14
|
|
|
4,400,000
|
|
|
187
|
|
|
Mach Gen, LLC, Term Loan
|
|
2.60
|
|
02/22/13
|
|
|
169,320
|
|
|
13,421
|
|
|
NRG Energy, Inc., Term Loan
|
|
1.79 to 2.10
|
|
02/01/13
|
|
|
12,759,746
|
|
|
1,775
|
|
|
NSG Holdings, LLC, Term Loan
|
|
2.13
|
|
06/15/14
|
|
|
1,664,517
|
|
|
6,113
|
|
|
Primary Energy Operating, LLC, Term Loan
|
|
4.05
|
|
08/24/09
|
|
|
5,654,833
|
|
23
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
|
|
Stated
|
|
|
(000)
|
|
Borrower
|
|
Coupon
|
|
Maturity*
|
|
Value
|
|
|
|
|
|
|
Utilities (Continued)
|
$
|
15,225
|
|
|
Texas Competitive Electric Holdings Co., LLC, Term Loan
|
|
3.76 to 3.80%
|
|
10/10/14
|
|
$
|
11,610,640
|
|
|
260
|
|
|
TPF Generation Holdings, LLC, Revolving Credit Agreement
|
|
2.10
|
|
12/15/11
|
|
|
245,930
|
|
|
7,885
|
|
|
TPF Generation Holdings, LLC, Term Loan
|
|
2.29 to 4.54
|
|
12/15/13 to 12/15/14
|
|
|
6,997,397
|
|
|
4,430
|
|
|
USPF Holdings, LLC, Term Loan
|
|
2.04
|
|
04/11/14
|
|
|
4,141,870
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
90,143,559
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Variable Rate** Senior Loan
Interests 154.1%
|
|
|
1,104,849,811
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Description
|
|
Value
|
|
|
Notes 2.0%
|
|
|
|
|
Apria Healthcare Group, Inc. ($4,167,000 par,
11.25% coupon, maturing 11/01/14)
|
|
$
|
4,260,417
|
|
Builders FirstSource, Inc. ($5,800,000 par,
5.13% coupon, maturing 02/15/12) (i)
|
|
|
2,508,500
|
|
Compression Polymers Corp. ($2,700,000 par,
7.87% coupon, maturing 07/01/12) (i)
|
|
|
1,903,500
|
|
Environmental Systems Products Holdings, Inc.
($560,083 par, 18.00% coupon,
maturing 03/31/15) (f)
|
|
|
0
|
|
Qwest Corp. ($4,500,000 par, 3.88% coupon, maturing
06/15/13) (i)
|
|
|
4,252,500
|
|
Verso Paper Holding, LLC ($1,500,000 par,
4.78% coupon, maturing 08/01/14) (h) (i)
|
|
|
727,500
|
|
Wellman, Inc. ($1,048,000 par, 5.00% coupon, maturing
01/29/19) (f)
|
|
|
1,048,000
|
|
|
|
|
|
|
|
|
|
|
|
Total Notes 2.0%
|
|
|
14,700,417
|
|
|
|
|
|
|
Equities 0.1%
|
|
|
|
|
Aladdin Gaming Holdings, LLC (7.84% ownership interest, Acquired
09/03/04, Cost $0) (f) (j)
|
|
|
15,250
|
|
Building Materials Holding Corp. (Warrants for
27,689 common shares, Expiration date 09/30/15, Acquired
10/09/08, Cost $0) (f) (j) (k)
|
|
|
0
|
|
Comdisco Holdings Co., Inc. (7 common shares, Acquired
09/04/08, Cost $68) (j) (k)
|
|
|
51
|
|
Environmental Systems Products Holdings, Inc. (9,333 common
shares, Acquired 09/27/07,
Cost $0) (f) (j) (k)
|
|
|
0
|
|
Environmental Systems Products Holdings, Inc. (4,275 preferred
shares, Acquired 09/27/07,
Cost $106,875) (f) (j) (k)
|
|
|
0
|
|
Euramax International, Inc. (4,207 common shares, Acquired
07/09/09,
Cost $4,543,100) (f) (j)
|
|
|
214,562
|
|
Gentek, Inc. (Canada) (Warrants for 821 common shares,
Expiration date 11/10/10, Acquired 10/17/06, Cost $0) (j)
|
|
|
6,158
|
|
IAP Worldwide Services, Inc. (Warrants for 17,576 common
shares, Expiration date 06/11/15, Acquired 06/18/08,
Cost $0) (f) (j) (k)
|
|
|
0
|
|
IAP Worldwide Services, Inc. (Warrants for 39,841 common
shares, Expiration date 06/12/15, Acquired 06/18/08,
Cost $0) (f) (j) (k)
|
|
|
0
|
|
IDT Corp. (7,632 common shares, Acquired 01/29/04, Cost
$0) (j)
|
|
|
19,843
|
|
MC Communications, LLC (333,084 common shares, Acquired
07/02/09, Cost $0) (f) (j)
|
|
|
0
|
|
24
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
|
|
|
|
|
|
|
|
|
|
Description
|
|
Value
|
|
|
Equities (Continued)
|
|
|
|
|
Safelite Realty (28,448 common shares, Acquired 10/26/00,
Cost $0) (f) (j) (k)
|
|
$
|
0
|
|
Wellman, Inc. (1,048 common shares, Acquired 02/12/09
& 06/16/09,
Cost $2,941,862) (f) (j)
|
|
|
611,330
|
|
|
|
|
|
|
|
|
|
|
|
Total Equities 0.1%
|
|
|
867,194
|
|
|
|
|
|
|
|
|
|
|
|
Total Long-Term Investments 156.2%
(Cost $1,521,683,311)
|
|
|
1,120,417,422
|
|
|
|
|
|
|
Time Deposit 0.9%
|
|
|
|
|
State Street Bank & Trust Co. ($6,183,158 par,
0.01% coupon, dated 7/31/09, to be sold on 8/03/09
at $6,183,164) (a) (Cost $6,183,158)
|
|
|
6,183,158
|
|
|
|
|
|
|
|
|
|
|
|
Total Investments 157.1%
(Cost $1,527,866,469)
|
|
|
1,126,600,580
|
|
|
|
|
|
|
Borrowings (5.3%)
|
|
|
(38,000,000
|
)
|
|
|
|
|
|
Preferred Shares (including accrued
distributions) (48.8%)
|
|
|
(350,051,371
|
)
|
|
|
|
|
|
Liabilities in Excess of Other Assets (3.0%)
|
|
|
(21,446,992
|
)
|
|
|
|
|
|
|
|
|
|
|
Net Assets 100.0%
|
|
$
|
717,102,217
|
|
|
|
|
|
|
Percentages are
calculated as a percentage of net assets applicable to common
shares.
|
|
|
(a)
|
|
All
or a portion of this security is designated in connection with
unfunded loan commitments.
|
|
(b)
|
|
All
or a portion of this security is
payment-in-kind.
|
|
(c)
|
|
This
borrower is currently in liquidation.
|
|
(d)
|
|
This
Senior Loan interest is non-income producing.
|
|
(e)
|
|
This
borrower has filed for protection in federal bankruptcy court.
|
|
(f)
|
|
Market
value is determined in accordance with procedures established in
good faith by the Board of Trustees.
|
|
(g)
|
|
Senior
loan is past due.
|
|
(h)
|
|
144A-Private
Placement security which is exempt from registration under
Rule 144A of the Securities Act of 1933, as amended. This
security may only be resold in transactions exempt from
registration which are normally those transactions with
qualified institutional buyers.
|
|
(i)
|
|
Variable
rate security. Interest rate shown is that in effect at
July 31, 2009.
|
|
(j)
|
|
Non-income
producing security.
|
25
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
|
|
|
(k)
|
|
Restricted
security. Securities were acquired through the restructuring of
senior loans. These securities are restricted as they are not
allowed to be deposited via the Depository Trust Company.
If at a later point in time, the company wishes to register, the
issuer will bear the costs associated with registration.
|
|
(l)
|
|
Subsequent
to July 31, 2009, the security has emerged from bankruptcy.
|
|
*
|
|
Senior
Loans in the Trusts portfolio generally are subject to
mandatory and/or optional prepayment. Because of these mandatory
prepayment conditions and because there may be significant
economic incentives for a Borrower to prepay, prepayments of
Senior Loans in the Trusts portfolio may occur. As a
result, the actual remaining maturity of Senior Loans held in
the Trusts portfolio may be substantially less than the
stated maturities shown. Although the Trust is unable to
accurately estimate the actual remaining maturity of individual
Senior Loans, the Trust estimates that the actual average
maturity of the Senior Loans held in its portfolio will be
approximately
18-24 months.
|
|
**
|
|
Senior
Loans in which the Trust invests generally pay interest at rates
which are periodically redetermined by reference to a base
lending rate plus a premium. These base lending rates are
generally (i) the lending rate offered by one or more major
European banks, such as the London Inter-Bank Offered Rate
(LIBOR), (ii) the prime rate offered by one or
more major United States banks or (iii) the certificate of
deposit rate. Senior Loans are generally considered to be
restricted in that the Trust ordinarily is contractually
obligated to receive approval from the Agent Bank and/or
Borrower prior to the disposition of a Senior Loan.
|
Ratings
Allocation as of 7/31/09 (Unaudited)
|
|
|
|
|
BBB/Baa
|
|
|
3.2%
|
|
BB/Ba
|
|
|
33.0%
|
|
B/B
|
|
|
32.7%
|
|
CCC/Caa
|
|
|
8.9%
|
|
CC/Ca
|
|
|
0.2%
|
|
C/C
|
|
|
0.6%
|
|
Non-Rated
|
|
|
21.4%
|
|
Ratings allocations
are as a percentage of long-term debt obligations. Ratings
allocations based upon ratings as issued by Standard and
Poors and Moodys, respectively. Bank Loans rated
below BBB by Standard and Poors or Baa by Moodys are
considered to be below investment grade.
26
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
Swap agreements
outstanding as of July 31, 2009:
Credit Default Swaps
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pay/
|
|
|
|
|
|
|
|
|
|
Credit
|
|
|
|
|
|
|
Receive
|
|
|
|
Notional
|
|
|
|
|
|
Rating of
|
|
|
Reference
|
|
Buy/Sell
|
|
Fixed
|
|
Expiration
|
|
Amount
|
|
Upfront
|
|
|
|
Reference
|
Counterparty
|
|
Entity
|
|
Protection
|
|
Rate
|
|
Date
|
|
(000)
|
|
Payments
|
|
Value
|
|
Entity*
|
|
Goldman Sachs International
|
|
Calpine Corp.
|
|
|
Sell
|
|
|
|
5.000
|
%
|
|
03/20/10
|
|
$
|
1,500
|
|
|
$
|
(165,000
|
)
|
|
$
|
1,584
|
|
|
|
B
|
|
Goldman Sachs International
|
|
Texas Competitive
Electric Holdings
Company LLC
|
|
|
Sell
|
|
|
|
2.850
|
|
|
06/20/10
|
|
|
5,000
|
|
|
|
0
|
|
|
|
(270,030
|
)
|
|
|
B
|
|
Goldman Sachs International
|
|
Texas Competitive
Electric Holdings
Company LLC
|
|
|
Sell
|
|
|
|
5.000
|
|
|
06/20/10
|
|
|
3,000
|
|
|
|
(97,500
|
)
|
|
|
(104,770
|
)
|
|
|
B
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Credit Default Swaps
|
|
$
|
9,500
|
|
|
$
|
(262,500
|
)
|
|
$
|
(373,216
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Swap Collateral Pledged to Counterparty
|
|
|
|
|
|
|
|
|
|
|
|
|
Goldman Sachs International
|
|
|
340,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Swap Agreements
|
|
$
|
(33,216
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*
|
|
Credit
rating as issued by Standard and Poors (Unaudited)
|
Fair Value
Measurements
Various inputs are
used in determining the value of the Trusts investments.
These inputs are summarized in the three broad levels listed
below. (See Note 1(B) to the financial statements for
further information regarding fair value measurements.)
27
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
The following is a
summary of the inputs used as of July 31, 2009 in valuing
the Trusts investments carried at value.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
|
|
|
|
|
|
|
Significant
|
|
|
|
|
|
|
Other
Significant
|
|
Unobservable
|
|
|
Investment
Type
|
|
Quoted
Prices
|
|
Observable
Inputs
|
|
Inputs
|
|
Total
|
|
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Variable Rate Senior Loan Interests
|
|
$
|
|
|
|
$
|
1,078,846,122
|
|
|
$
|
26,003,689
|
|
|
$
|
1,104,849,811
|
|
Notes
|
|
|
|
|
|
|
13,652,417
|
|
|
|
1,048,000
|
|
|
|
14,700,417
|
|
Equities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chemicals, Plastics & Rubber
|
|
|
|
|
|
|
|
|
|
|
611,330
|
|
|
|
611,330
|
|
Diversified Manufacturing
|
|
|
|
|
|
|
|
|
|
|
214,562
|
|
|
|
214,562
|
|
Finance
|
|
|
51
|
|
|
|
|
|
|
|
|
|
|
|
51
|
|
Hotels, Motels, Inns & Gaming
|
|
|
|
|
|
|
|
|
|
|
15,250
|
|
|
|
15,250
|
|
Paper & Forest Product
|
|
|
6,158
|
|
|
|
|
|
|
|
|
|
|
|
6,158
|
|
TelecommunicationsLocal Exchange Carriers
|
|
|
19,843
|
|
|
|
|
|
|
|
|
|
|
|
19,843
|
|
Short-term Investments
|
|
|
|
|
|
|
6,183,158
|
|
|
|
|
|
|
|
6,183,158
|
|
Credit Default Swap
|
|
|
|
|
|
|
1,584
|
|
|
|
|
|
|
|
1,584
|
|
Unfunded Commitments
|
|
|
|
|
|
|
9,841
|
|
|
|
|
|
|
|
9,841
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Assets
|
|
$
|
26,052
|
|
|
$
|
1,098,693,122
|
|
|
$
|
27,892,831
|
|
|
$
|
1,126,612,005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unfunded Commitments
|
|
$
|
|
|
|
$
|
(12,807,432
|
)
|
|
$
|
(6,973
|
)
|
|
$
|
(12,814,405
|
)
|
Credit Default Swap
|
|
|
|
|
|
|
(374,800
|
)
|
|
|
|
|
|
|
(374,800
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities
|
|
$
|
|
|
|
$
|
(13,182,232
|
)
|
|
$
|
(6,973
|
)
|
|
$
|
(13,189,205
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Portfolio
of
Investments n July 31,
2009 continued
Following is a
reconciliation of investments in which significant unobservable
inputs (Level 3) were used in determining value:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments in
Loans and Securities
|
|
|
|
|
|
|
Variable
|
|
|
|
Equities
|
|
|
|
|
|
|
Rate
|
|
|
|
|
|
|
|
Hotels,
|
|
|
|
|
|
|
Senior
|
|
|
|
Chemicals,
|
|
|
|
Motels,
|
|
|
|
|
|
|
Loan
|
|
|
|
Plastics
|
|
Diversified
|
|
Inns &
|
|
|
|
Unfunded
|
|
|
Interests
|
|
Notes
|
|
&
Rubber
|
|
Manufacturing
|
|
Gaming
|
|
Total
|
|
Commitments
|
|
Balance as of 7/31/08
|
|
$
|
12,495,991
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
15,250
|
|
|
$
|
12,511,241
|
|
|
$
|
|
|
Accrued Discounts/Premiums
|
|
|
81,187
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
81,187
|
|
|
|
|
|
Realized Gain/Loss
|
|
|
(522,115
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(522,115
|
)
|
|
|
|
|
Change in Unrealized Appreciation/Depreciation
|
|
|
(57,239,406
|
)
|
|
|
(3,995,219
|
)
|
|
|
(2,330,532
|
)
|
|
|
(4,328,538
|
)
|
|
|
|
|
|
|
(67,893,695
|
)
|
|
|
(6,973
|
)
|
Net Purchases/Sales
|
|
|
1,986,233
|
|
|
|
5,043,219
|
|
|
|
2,941,862
|
|
|
|
4,543,100
|
|
|
|
|
|
|
|
14,514,414
|
|
|
|
|
|
Net Transfers In and/or Out of Level 3*
|
|
|
69,201,799
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
69,201,799
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of 7/31/09
|
|
$
|
26,003,689
|
|
|
$
|
1,048,000
|
|
|
$
|
611,330
|
|
|
$
|
214,562
|
|
|
$
|
15,250
|
|
|
$
|
27,892,831
|
|
|
$
|
(6,973
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Change in Unrealized Appreciation/Depreciation from
Investments Still held as of 7/31/09
|
|
|
|
|
|
|
|
|
|
$
|
(69,026,108
|
)
|
|
$
|
(6,973
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*
|
|
The
value of Net Transfers In and/or Out of Level 3 was measured
using the market value as of the beginning of the period for
transfers in and the market value as of the end of the period
for transfers out.
|
29
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Financial Statements
Statement
of Assets and Liabilities
July 31, 2009
|
|
|
|
|
|
|
Assets:
|
|
|
|
|
|
|
Total Investments (Cost $1,527,866,469)
|
|
$
|
1,126,600,580
|
|
|
|
Receivables:
|
|
|
|
|
|
|
Investments Sold
|
|
|
35,318,816
|
|
|
|
Interest and Fees
|
|
|
4,697,330
|
|
|
|
Other
|
|
|
64,399
|
|
|
|
|
|
|
|
|
|
|
Total Assets
|
|
|
1,166,681,125
|
|
|
|
|
|
|
|
|
|
|
Liabilities:
|
|
|
|
|
|
|
Payables:
|
|
|
|
|
|
|
Investments Purchased
|
|
|
46,439,422
|
|
|
|
Borrowings
|
|
|
38,000,000
|
|
|
|
Investment Advisory Fee
|
|
|
771,882
|
|
|
|
Administrative Fee
|
|
|
181,619
|
|
|
|
Income DistributionsCommon Shares
|
|
|
63,725
|
|
|
|
Distributor and Other Affiliates
|
|
|
46,154
|
|
|
|
Unfunded Commitments
|
|
|
12,804,564
|
|
|
|
Accrued Expenses
|
|
|
680,288
|
|
|
|
Trustees Deferred Compensation and Retirement Plans
|
|
|
492,971
|
|
|
|
Swap Contracts
|
|
|
33,216
|
|
|
|
Accrued Interest Expense
|
|
|
13,696
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities
|
|
|
99,527,537
|
|
|
|
Preferred Shares (including accrued distributions)
|
|
|
350,051,371
|
|
|
|
|
|
|
|
|
|
|
Net Assets Applicable to Common Shares
|
|
$
|
717,102,217
|
|
|
|
|
|
|
|
|
|
|
Net Asset Value Per Common Share ($717,102,217 divided by
180,010,000 shares outstanding)
|
|
$
|
3.98
|
|
|
|
|
|
|
|
|
|
|
Net Assets Consist of:
|
|
|
|
|
|
|
Common Shares ($0.01 par value with an unlimited number of
shares authorized, 180,010,000 shares issued and
outstanding)
|
|
$
|
1,800,100
|
|
|
|
Paid in Surplus
|
|
|
1,783,370,975
|
|
|
|
Accumulated Undistributed Net Investment Income
|
|
|
(8,731,532
|
)
|
|
|
Net Unrealized Depreciation
|
|
|
(414,181,169
|
)
|
|
|
Accumulated Net Realized Loss
|
|
|
(645,156,157
|
)
|
|
|
|
|
|
|
|
|
|
Net Assets Applicable to Common Shares
|
|
$
|
717,102,217
|
|
|
|
|
|
|
|
|
|
|
Preferred Shares ($0.01 par value, authorized
28,000 shares, 14,000 issued with liquidation preference
of $25,000 per share)
|
|
$
|
350,000,000
|
|
|
|
|
|
|
|
|
|
|
Net Assets Including Preferred Shares
|
|
$
|
1,067,102,217
|
|
|
|
|
|
|
|
|
|
|
30
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Financial
Statements continued
Statement
of Operations
For the Year Ended July 31,
2009
|
|
|
|
|
|
|
Investment Income:
|
|
|
|
|
|
|
Interest from Investments
|
|
$
|
95,510,402
|
|
|
|
Dividends
|
|
|
1,282
|
|
|
|
Other
|
|
|
3,248,620
|
|
|
|
|
|
|
|
|
|
|
Total Income
|
|
|
98,760,304
|
|
|
|
|
|
|
|
|
|
|
Expenses:
|
|
|
|
|
|
|
Investment Advisory Fee
|
|
|
10,508,777
|
|
|
|
Credit Line
|
|
|
5,298,360
|
|
|
|
Administrative Fee
|
|
|
2,472,653
|
|
|
|
Preferred Share Maintenance
|
|
|
788,866
|
|
|
|
Custody
|
|
|
427,618
|
|
|
|
Professional Fees
|
|
|
314,878
|
|
|
|
Accounting and Administrative Expenses
|
|
|
172,122
|
|
|
|
Reports to Shareholders
|
|
|
127,776
|
|
|
|
Transfer Agent Fees
|
|
|
28,351
|
|
|
|
Trustees Fees and Related Expenses
|
|
|
11,625
|
|
|
|
Depreciation in Trustees Deferred Compensation Accounts
|
|
|
(66,839
|
)
|
|
|
Other
|
|
|
167,397
|
|
|
|
|
|
|
|
|
|
|
Total Operating Expenses
|
|
|
20,251,584
|
|
|
|
Interest Expense
|
|
|
5,000,510
|
|
|
|
|
|
|
|
|
|
|
Total Expense
|
|
|
25,252,094
|
|
|
|
|
|
|
|
|
|
|
Net Investment Income
|
|
$
|
73,508,210
|
|
|
|
|
|
|
|
|
|
|
Realized and Unrealized Gain/Loss:
|
|
|
|
|
|
|
Realized Gain/Loss:
|
|
|
|
|
|
|
Investments
|
|
$
|
(353,401,451
|
)
|
|
|
Swap Contracts
|
|
|
(1,280,858
|
)
|
|
|
|
|
|
|
|
|
|
Net Realized Loss
|
|
|
(354,682,309
|
)
|
|
|
|
|
|
|
|
|
|
Unrealized Appreciation/Depreciation:
|
|
|
|
|
|
|
Beginning of the Period
|
|
|
(326,725,684
|
)
|
|
|
|
|
|
|
|
|
|
End of the Period:
|
|
|
|
|
|
|
Investments
|
|
|
(401,265,889
|
)
|
|
|
Swap Contracts
|
|
|
(110,716
|
)
|
|
|
Unfunded Commitments
|
|
|
(12,804,564
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
(414,181,169
|
)
|
|
|
|
|
|
|
|
|
|
Net Unrealized Depreciation During the Period
|
|
|
(87,455,485
|
)
|
|
|
|
|
|
|
|
|
|
Net Realized and Unrealized Loss
|
|
$
|
(442,137,794
|
)
|
|
|
|
|
|
|
|
|
|
Distributions to Preferred Shareholders
|
|
$
|
(9,364,996
|
)
|
|
|
|
|
|
|
|
|
|
Net Decrease in Net Assets Applicable to Common
Shares From Operations
|
|
$
|
(377,994,580
|
)
|
|
|
|
|
|
|
|
|
|
31
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Financial
Statements continued
Statements
of Changes in Net Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
For The
|
|
For The
|
|
|
|
|
Year Ended
|
|
Year Ended
|
|
|
|
|
July 31,
2009
|
|
July 31,
2008
|
|
|
|
|
|
|
From Investment Activities:
|
|
|
|
|
|
|
|
|
|
|
Operations:
|
|
|
|
|
|
|
|
|
|
|
Net Investment Income
|
|
$
|
73,508,210
|
|
|
$
|
143,443,228
|
|
|
|
Net Realized Loss
|
|
|
(354,682,309
|
)
|
|
|
(47,821,036
|
)
|
|
|
Net Unrealized Depreciation During the Period
|
|
|
(87,455,485
|
)
|
|
|
(233,806,954
|
)
|
|
|
Distributions to Preferred Shareholders:
|
|
|
|
|
|
|
|
|
|
|
Net Investment Income
|
|
|
(9,364,996
|
)
|
|
|
(31,521,869
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in Net Assets Applicable to Common Shares from Operations
|
|
|
(377,994,580
|
)
|
|
|
(169,706,631
|
)
|
|
|
Distributions to Common Shareholders:
|
|
|
|
|
|
|
|
|
|
|
Net Investment Income
|
|
|
(70,077,894
|
)
|
|
|
(115,188,402
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Decrease in Net Assets Applicable to Common Shares
|
|
|
(448,072,474
|
)
|
|
|
(284,895,033
|
)
|
|
|
Net Assets Applicable to Common Shares:
|
|
|
|
|
|
|
|
|
|
|
Beginning of the Period
|
|
|
1,165,174,691
|
|
|
|
1,450,069,724
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
End of the Period (Including accumulated undistributed net
investment income of $(8,731,532) and $(3,838,900), respectively)
|
|
$
|
717,102,217
|
|
|
$
|
1,165,174,691
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
32
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Financial
Statements continued
Statement
of Cash Flows
For the Year Ended July 31,
2009
|
|
|
|
|
|
|
Change in Net Assets from Operations (including Preferred
Share Distributions)
|
|
$
|
(377,994,580
|
)
|
|
|
|
|
|
|
|
|
|
Adjustments to Reconcile the Change in Net Assets from
Operations to Net Cash Provided by Operating Activities:
|
|
|
|
|
|
|
Purchases of Investments
|
|
|
(443,081,465
|
)
|
|
|
Principal Repayments/Sales of Investments
|
|
|
956,655,313
|
|
|
|
Net Sales of Short-Term Investments
|
|
|
8,082,489
|
|
|
|
Amortization of Loan Fees
|
|
|
1,289,598
|
|
|
|
Net Loan Fees Received
|
|
|
(635,039
|
)
|
|
|
Accretion of Discounts
|
|
|
(6,427,819
|
)
|
|
|
Net Realized (Gain)/Loss on Investments
|
|
|
353,401,451
|
|
|
|
Net Change in Unrealized Depreciation on Investments
|
|
|
84,883,094
|
|
|
|
Decrease in Interest and Fees Receivable
|
|
|
6,348,374
|
|
|
|
Decrease in Other Assets
|
|
|
27,535
|
|
|
|
Decrease in Payable for Investment Advisory Fees
|
|
|
(721,747
|
)
|
|
|
Decrease in Payable for Administrative Fees
|
|
|
(169,823
|
)
|
|
|
Decrease in Payable for Distributor and Other Affiliates
|
|
|
(266,975
|
)
|
|
|
Decrease in Accrued Interest Expenses
|
|
|
(1,316,479
|
)
|
|
|
Decrease in Trustees Deferred Compensation and Retirement
Plans
|
|
|
(76,818
|
)
|
|
|
Decrease in Accrued Expenses
|
|
|
(108,896
|
)
|
|
|
Net Change in Swap Contracts
|
|
|
(28,456
|
)
|
|
|
Net Change in Unfunded Commitments
|
|
|
3,373,347
|
|
|
|
|
|
|
|
|
|
|
Total Adjustments
|
|
|
961,227,684
|
|
|
|
|
|
|
|
|
|
|
Net Cash Provided by Operating Activities
|
|
|
583,233,104
|
|
|
|
|
|
|
|
|
|
|
Cash Flows from Financing Activities:
|
|
|
|
|
|
|
Proceeds from Bank Borrowings
|
|
|
73,000,000
|
|
|
|
Repayments of Bank Borrowings
|
|
|
(586,000,000
|
)
|
|
|
Cash Distributions Paid
|
|
|
(70,233,104
|
)
|
|
|
|
|
|
|
|
|
|
Net Cash Used for Financing Activities
|
|
|
(583,233,104
|
)
|
|
|
|
|
|
|
|
|
|
Net Increase in Cash
|
|
|
-0-
|
|
|
|
Cash at Beginning of the Period
|
|
|
-0-
|
|
|
|
|
|
|
|
|
|
|
Cash at the End of the Period
|
|
$
|
-0-
|
|
|
|
|
|
|
|
|
|
|
Supplemental Disclosures of Cash Flow Information
|
|
|
|
|
|
|
Cash Paid During the Year for Interest
|
|
$
|
6,316,989
|
|
|
|
|
|
|
|
|
|
|
33
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Financial
Highlights
The following
schedule presents financial highlights for one common share of
the Trust outstanding throughout the periods
indicated.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended July
31,
|
|
|
2009
|
|
2008
|
|
2007
|
|
2006
|
|
2005
|
|
|
|
|
Net Asset Value, Beginning of the Period
|
|
$
|
6.47
|
|
|
$
|
8.06
|
|
|
$
|
8.57
|
|
|
$
|
8.67
|
|
|
$
|
8.63
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Investment Income
|
|
|
.41
|
(a)
|
|
|
.80
|
(a)
|
|
|
.93
|
(a)
|
|
|
.79
|
(a)
|
|
|
.60
|
|
Net Realized and Unrealized Gain/Loss
|
|
|
(2.46
|
)
|
|
|
(1.57
|
)
|
|
|
(.47
|
)
|
|
|
(.10
|
)
|
|
|
.01
|
|
Common Share Equivalent of Distributions Paid to Preferred
Shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Investment Income
|
|
|
(.05
|
)
|
|
|
(.18
|
)
|
|
|
(.20
|
)
|
|
|
(.17
|
)
|
|
|
(.10
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total from Investment Operations
|
|
|
(2.10
|
)
|
|
|
(.95
|
)
|
|
|
.26
|
|
|
|
.52
|
|
|
|
.51
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributions Paid to Common Shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Investment Income
|
|
|
(.39
|
)
|
|
|
(.64
|
)
|
|
|
(.77
|
)
|
|
|
(.62
|
)
|
|
|
(.47
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Asset Value, End of the Period
|
|
$
|
3.98
|
|
|
$
|
6.47
|
|
|
$
|
8.06
|
|
|
$
|
8.57
|
|
|
$
|
8.67
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Share Market Price at End of the Period
|
|
$
|
3.59
|
|
|
$
|
5.49
|
|
|
$
|
7.98
|
|
|
$
|
8.38
|
|
|
$
|
8.19
|
|
Total Return (b)
|
|
|
26.06%
|
|
|
|
24.32%
|
|
|
|
3.94%
|
|
|
|
10.41%
|
|
|
|
2.03%
|
|
Net Assets Applicable to Common Shares at End of the Period (In
millions)
|
|
$
|
717.1
|
|
|
$
|
1,165.2
|
|
|
$
|
1,450.1
|
|
|
$
|
1,542.9
|
|
|
$
|
1,560.7
|
|
Ratios to Average Net Assets Applicable to Common Shares
excluding Borrowings:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expense (c)
|
|
|
2.96%
|
|
|
|
2.26%
|
|
|
|
2.35%
|
|
|
|
2.31%
|
|
|
|
2.26%
|
|
Interest Expense (c)
|
|
|
.73%
|
|
|
|
1.26%
|
|
|
|
1.95%
|
|
|
|
1.63%
|
|
|
|
.82%
|
|
Gross Expense (c)
|
|
|
3.69%
|
|
|
|
3.52%
|
|
|
|
4.30%
|
|
|
|
3.94%
|
|
|
|
3.08%
|
|
Net Investment Income (c)
|
|
|
10.73%
|
|
|
|
11.11%
|
|
|
|
10.80%
|
|
|
|
9.17%
|
|
|
|
6.87%
|
|
Net Investment Income (d)
|
|
|
9.36%
|
|
|
|
8.67%
|
|
|
|
8.46%
|
|
|
|
7.23%
|
|
|
|
5.75%
|
|
Portfolio Turnover (e)
|
|
|
37%
|
|
|
|
46%
|
|
|
|
85%
|
|
|
|
75%
|
|
|
|
94%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental Ratios:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios to Average Net Assets Including Preferred Shares and
Borrowings:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expense (c)
|
|
|
1.64%
|
|
|
|
1.27%
|
|
|
|
1.30%
|
|
|
|
1.28%
|
|
|
|
1.27%
|
|
Interest Expense (c)
|
|
|
.40%
|
|
|
|
.71%
|
|
|
|
1.08%
|
|
|
|
.90%
|
|
|
|
.46%
|
|
Gross Expense (c)
|
|
|
2.04%
|
|
|
|
1.98%
|
|
|
|
2.37%
|
|
|
|
2.18%
|
|
|
|
1.73%
|
|
Net Investment Income (c)
|
|
|
5.95%
|
|
|
|
6.26%
|
|
|
|
5.95%
|
|
|
|
5.06%
|
|
|
|
3.86%
|
|
Net Investment Income (d)
|
|
|
5.19%
|
|
|
|
4.88%
|
|
|
|
4.66%
|
|
|
|
3.99%
|
|
|
|
3.23%
|
|
Senior Indebtedness:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Preferred Shares Outstanding
|
|
|
14,000
|
|
|
|
14,000
|
|
|
|
28,000
|
|
|
|
28,000
|
|
|
|
28,000
|
|
Asset Coverage Per Preferred Share (f)
|
|
$
|
76,225
|
|
|
$
|
108,236
|
|
|
$
|
76,803
|
|
|
$
|
80,119
|
|
|
$
|
80,750
|
|
Involuntary Liquidating Preference Per Preferred Share
|
|
$
|
25,000
|
|
|
$
|
25,000
|
|
|
$
|
25,000
|
|
|
$
|
25,000
|
|
|
$
|
25,000
|
|
Average Market Value Per Preferred Share
|
|
$
|
25,000
|
|
|
$
|
25,000
|
|
|
$
|
25,000
|
|
|
$
|
25,000
|
|
|
$
|
25,000
|
|
Total Borrowing Outstanding (In thousands)
|
|
$
|
38,000
|
|
|
$
|
551,000
|
|
|
$
|
502,000
|
|
|
$
|
557,000
|
|
|
$
|
524,000
|
|
Asset Coverage Per $1,000 Unit of Senior
Indebtedness (g)
|
|
$
|
29,083
|
|
|
$
|
3,750
|
|
|
$
|
5,284
|
|
|
$
|
5,028
|
|
|
$
|
5,315
|
|
|
|
|
(a)
|
|
Based
on average shares outstanding.
|
(b)
|
|
Total
return based on common share market price assumes an investment
at the common share market price at the beginning of the period
indicated, reinvestment of all distributions for the period in
accordance with the Trusts dividend reinvestment plan, and
sale of all shares at the closing common share market price at
the end of the period indicated.
|
(c)
|
|
Ratios
do not reflect the effect of distributions to preferred
shareholders.
|
(d)
|
|
Ratios
reflect the effect of distributions to preferred shareholders.
|
(e)
|
|
Calculation
includes the proceeds from principal repayments and sales of
senior loan interests.
|
(f)
|
|
Calculated
by subtracting the Trusts total liabilities (not including
the preferred shares) from the Trusts total assets and
dividing this by the number of preferred shares outstanding.
|
(g)
|
|
Calculated
by subtracting the Trusts total liabilities (not including
the preferred shares and the borrowings) from the Trusts
total assets and dividing by the total number of senior
indebtedness units, where one unit equals $1,000 of senior
indebtedness.
|
34
See Notes to Financial
Statements
Van Kampen
Senior Income Trust
Notes to Financial
Statements n July 31,
2009
1. Significant
Accounting Policies
Van Kampen Senior Income Trust (the Trust) is
registered as a diversified, closed-end management investment
company under the Investment Company Act of 1940, as amended
(the 1940 Act). The Trusts investment
objective is to seek to provide a high level of current income,
consistent with preservation of capital. The Trust seeks to
achieve its objective by investing primarily in a portfolio of
interests in floating or variable rate senior loans to
corporations, partnerships and other entities which operate in a
variety of industries and geographical regions. The Trust
borrows money for investment purposes which will create the
opportunity for enhanced return, but also should be considered a
speculative technique and may increase the Trusts
volatility. The Trust commenced investment operations on
June 23, 1998.
The following is a summary of significant accounting policies
consistently followed by the Trust in the preparation of its
financial statements. The preparation of financial statements in
conformity with accounting principles generally accepted in the
United States of America requires management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amounts
of revenues and expenses during the reporting period. Actual
results could differ from those estimates.
A. Security Valuation The Trusts
Senior Loans and notes are valued by the Trust following
valuation guidelines established and periodically reviewed by
the Trusts Board of Trustees. Under the valuation
guidelines, Senior Loans and notes for which reliable market
quotes are readily available are valued at the mean of such bid
and ask quotes. Where reliable market quotes are not readily
available, Senior Loans and notes are valued, where possible,
using independent market indicators provided by independent
pricing sources approved by the Board of Trustees. Other Senior
Loans and notes are valued by independent pricing sources
approved by the Board of Trustees based upon pricing models
developed, maintained and operated by those pricing sources or
valued by Van Kampen Asset Management (the
Adviser) by considering a number of factors
including consideration of market indicators, transactions in
instruments which the Adviser believes may be comparable
(including comparable credit quality, interest rate, interest
rate redetermination period and maturity), the credit worthiness
of the Borrower, the current interest rate, the period until
next interest rate redetermination and the maturity of such
Senior Loan. Consideration of comparable instruments may include
commercial paper, negotiable certificates of deposit and
short-term variable rate securities which have adjustment
periods comparable to the Senior Loans in the Trusts
portfolio. The fair value of Senior Loans are reviewed and
approved by the Trusts Valuation Committee and the Board
of Trustees.
Credit default swaps are valued using quotations obtained from
brokers.
Equity securities are valued on the basis of prices furnished by
pricing services or as determined in good faith by the Adviser
under the direction of the Board of Trustees.
Short-term securities with remaining maturities of 60 days
or less are valued at amortized cost, which approximates market
value. Short-term loan participations are valued at cost in the
absence of any indication of impairment.
B. Fair Value Measurements The Trust
adopted Financial Accounting Standards Board Statement of
Financial Accounting Standards No. 157, Fair Value
Measurements (FAS 157), effective August 1, 2008.
In accordance with FAS 157, fair value is defined as the
price that the
35
Van Kampen
Senior Income Trust
Notes
to Financial
Statements n July 31,
2009 continued
Trust would receive to sell an
investment or pay to transfer a liability in an orderly
transaction with an independent buyer in the principal market,
or in the absence of a principal market the most advantageous
market for the investment or liability. FAS 157 establishes
a three-tier hierarchy to distinguish between (1) inputs
that reflect the assumptions market participants would use in
pricing an asset or liability developed based on market data
obtained from sources independent of the reporting entity
(observable inputs) and (2) inputs that reflect the
reporting entitys own assumptions about the assumptions
market participants would use in pricing an asset or liability
developed based on the best information available in the
circumstances (unobservable inputs) and to establish
classification of fair value measurements for disclosure
purposes. Various inputs are used in determining the value of
the Trusts investments. The inputs are summarized in the
three broad levels listed below.
|
|
Level 1
|
quoted prices in active markets for identical investments
|
Level 2
|
other significant observable inputs (including quoted prices for
similar investments, interest rates, prepayment speeds, credit
risk, etc.)
|
Level 3
|
significant unobservable inputs (including the Trusts own
assumptions in determining the fair value of investments)
|
The inputs or methodology used for valuing securities are not
necessarily an indication of the risk associated with investing
in those securities.
C. Security Transactions Investment
transactions are recorded on a trade date basis. Realized gains
and losses are determined on an identified cost basis. Legal
expenditures that are expected to result in the restructuring of
a plan of reorganization for an investment are recorded as
realized losses. The Trust may purchase and sell securities on a
when-issued or delayed delivery basis,
with settlement to occur at a later date. The value of the
security so purchased is subject to market fluctuations during
this period. The Trust will segregate assets with the custodian
having an aggregate value at least equal to the amount of the
when-issued or delayed delivery purchase commitments until
payment is made. At July 31, 2009, the Trust had no
when-issued or delayed delivery purchase commitments.
The Trust may invest in repurchase agreements, which are
short-term investments in which the Trust acquires ownership of
a debt security and the seller agrees to repurchase the security
at a future time and specified price. Repurchase agreements are
fully collateralized by the underlying debt security. The Trust
will make payment for such securities only upon physical
delivery or evidence of book entry transfer to the account of
the custodian bank. The seller is required to maintain the value
of the underlying security at not less than the repurchase
proceeds due the Trust. At July 31, 2009, the Trust had no
repurchase agreements.
D. Investment Income Dividend income is
recorded on the ex-dividend date and interest income is recorded
on an accrual basis. Facility fees received are treated as
market discounts. Market premiums are amortized and discounts
are accreted over the stated life of each applicable senior
loan, note, or other fixed income security. Other income is
comprised primarily of amendment fees which are recorded when
received. Amendment fees are earned as compensation for agreeing
to changes in loan agreements.
E. Federal Income Taxes It is the
Trusts policy to comply with the requirements of
Subchapter M of the Internal Revenue Code applicable to
regulated investment companies and
36
Van Kampen
Senior Income Trust
Notes
to Financial
Statements n July 31,
2009 continued
to distribute substantially all of
its taxable income to its shareholders. Therefore, no provision
for federal income taxes is required. Financial Accounting
Standards Board Interpretation No. 48, Accounting for
Uncertainty in Income Taxes, sets forth a minimum threshold
for financial statement recognition of the benefit of a tax
position taken or expected to be taken in a tax return.
Management has concluded there are no significant uncertain tax
positions that would require recognition in the financial
statements. If applicable, the Trust recognizes interest accrued
related to unrecognized tax benefits in Interest
Expense and penalties in Other expenses on the
Statement of Operations. The Trust files tax returns with the
U.S. Internal Revenue Service. Generally, each of the tax
years in the four year period ended July 31, 2009, remains
subject to examination by taxing authorities.
The Trust intends to utilize provisions of the federal income
tax laws which allow it to carry a realized capital loss forward
for eight years following the year of the loss and offset such
losses against any future realized capital gains. The Trust had
capital loss carryforward of $4,851,995, that expired during the
current fiscal year. At July 31, 2009, the Trust had an
accumulated capital loss carryforward for tax purposes of
$364,380,249 which will expire according to the following
schedule.
|
|
|
|
|
|
|
|
|
Amount
|
|
|
|
Expiration
|
|
$
|
122,716,095
|
|
|
|
|
|
July 31, 2010
|
|
|
52,014,750
|
|
|
|
|
|
July 31, 2011
|
|
|
29,634,358
|
|
|
|
|
|
July 31, 2012
|
|
|
2,190,907
|
|
|
|
|
|
July 31, 2013
|
|
|
6,730,384
|
|
|
|
|
|
July 31, 2014
|
|
|
11,934,630
|
|
|
|
|
|
July 31, 2015
|
|
|
17,612,397
|
|
|
|
|
|
July 31, 2016
|
|
|
121,546,728
|
|
|
|
|
|
July 31, 2017
|
|
At July 31, 2009, the cost and related gross unrealized
appreciation and depreciation are as follows:
|
|
|
|
|
|
|
Cost of investments for tax purposes
|
|
$
|
1,530,119,264
|
|
|
|
|
|
|
|
|
|
|
Gross tax unrealized appreciation
|
|
$
|
26,452,673
|
|
|
|
Gross tax unrealized depreciation
|
|
|
(429,971,357
|
)
|
|
|
|
|
|
|
|
|
|
Net tax unrealized depreciation on investments
|
|
$
|
(403,518,684
|
)
|
|
|
|
|
|
|
|
|
|
F. Distribution of Income and Gains The
Trust intends to declare and pay monthly dividends from net
investment income to common shareholders. Net realized gains, if
any, are distributed at least annually to common shareholders.
Distributions from net realized gains for book purposes may
include short term capital gains, which are included as ordinary
income for tax purposes.
37
Van Kampen
Senior Income Trust
Notes
to Financial
Statements n July 31,
2009 continued
The tax character of distributions paid for the years ended
July 31, 2009 and 2008 were as follows:
|
|
|
|
|
|
|
|
|
|
|
2009
|
|
2008
|
|
Distributions paid from:
|
|
|
|
|
|
|
|
|
Ordinary income
|
|
$
|
79,598,098
|
|
|
$
|
147,096,403
|
|
|
|
|
|
|
|
|
|
|
Permanent differences, primarily due to portion of capital loss
carryforward expiring in the current year, resulted in the
following reclassifications among the Trusts components of
net assets at July 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
Accumulated
Undistributed
|
|
Accumulated
|
|
|
Net Investment
Income
|
|
Net Realized
Loss
|
|
Paid in
Surplus
|
|
$
|
1,042,048
|
|
|
$
|
3,820,915
|
|
|
$
|
(4,862,963
|
)
|
As of July 31, 2009, the components of distributable
earnings on a tax basis were as follows:
|
|
|
|
|
Undistributed ordinary income
|
|
$
|
1,730,666
|
|
Net realized gains or losses may differ for financial reporting
and tax purposes primarily due to reclass of swap income from
gains/losses, as a result of the post-October losses of
$276,287,300 which are not recognized for tax purposes until the
first day of the following fiscal year, deferral of losses
resulting from wash sale transactions and gains and losses
recognized on securities for tax purposes but not for book
purposes.
G. Reporting Subsequent Events In
accordance with the provisions set forth in Financial Accounting
Standards Board Statement of Financial Accounting Standards
No. 165, Subsequent Events, adopted by the Trust as
of July 31, 2009, management has evaluated the possibility
of subsequent events existing in the Trusts financial
statements through September 22, 2009. Management has
determined that there are no material events or transactions
that would effect the Trusts financial statements or
require disclosure in the Trusts financial statements
through this date.
2. Investment
Advisory Agreement and Other Transactions with
Affiliates
Under the terms of the Trusts Investment Advisory
Agreement, the Adviser will provide investment advice and
facilities to the Trust for an annual fee of .85% of the average
daily managed assets. Managed assets are defined as the gross
asset value of the Trust minus the sum of accrued liabilities,
other than the aggregate amount of borrowings undertaken by the
Trust. In addition, the Trust will pay a monthly administrative
fee to Van Kampen Investments Inc., the Trusts
Administrator, at an annual rate of .20% of the average daily
managed assets of the Trust. The administrative services
provided by the Administrator include monitoring the provisions
of the loan agreements and any agreements with respect to
participations and assignments, record keeping responsibilities
with respect to interests in Variable Rate Senior
38
Van Kampen
Senior Income Trust
Notes
to Financial
Statements n July 31,
2009 continued
Loans in the Trusts portfolio
and providing certain services to the holders of the
Trusts securities.
For the year ended July 31, 2009, the Trust recognized
expenses of approximately $118,100 representing legal services
provided by Skadden, Arps, Slate, Meagher & Flom LLP,
of which a trustee of the Trust is a partner of such firm and he
and his law firm provide legal services as legal counsel to the
Trust.
Under separate Legal Services and Chief Compliance Officer (CCO)
Employment agreements, the Adviser provides legal services and
the CCO provides compliance services to the Trust. The costs of
these services are allocated to each trust. For the year ended
July 31, 2009, the Trust recognized expenses of
approximately $66,300 representing Van Kampen Investments
Inc.s or its affiliates (collectively
Van Kampen) cost of providing legal services to
the Trust, as well as the salary, benefits and related costs of
the CCO and related support staff paid by Van Kampen.
Services provided pursuant to the Legal Services agreement are
reported as part of Professional Fees on the
Statement of Operations. Services provided pursuant to the CCO
Employment agreement are reported as part of Accounting
and Administrative Expenses on the Statement of Operations.
Certain officers and trustees of the Trust are also officers and
directors of Van Kampen. The Trust does not compensate its
officers or trustees who are also officers of Van Kampen.
The Trust provides deferred compensation and retirement plans
for its trustees who are not officers of Van Kampen. Under
the deferred compensation plan, trustees may elect to defer all
or a portion of their compensation to a later date. Benefits
under the retirement plan are payable upon retirement for a
ten-year period and are based upon each trustees years of
service to the Trust. The maximum annual benefit per trustee
under the plan is $2,500.
As of July 31, 2009, the Trust did not own shares of
affiliated companies. Affiliated companies are defined by the
1940 Act, as those companies in which a fund holds 5% or more of
the outstanding voting securities.
3. Capital
Transactions
The Board of Trustees have approved a share repurchase program
whereby the Trust may, when appropriate, repurchase its shares
in the open market or in privately negotiated transactions at a
price not above market value or net asset value (NAV), whichever
is lower at the time of purchase.
4. Investment
Transactions
During the period, the cost of purchases and proceeds from
investments sold and repaid, excluding short-term investments,
were $465,409,053 and $986,292,045, respectively.
5. Commitments
Pursuant to the terms of certain Senior Loan agreements, the
Trust had unfunded loan commitments of approximately $58,708,900
as of July 31, 2009. The Trust intends to reserve against
such contingent obligations by designating cash, liquid
securities and liquid Senior Loans as a reserve. The unrealized
depreciation on these commitments of $12,804,564 as of
39
Van Kampen
Senior Income Trust
Notes
to Financial
Statements n July 31,
2009 continued
July 31, 2009 is reported as
Unfunded Commitments on the Statement of Assets and
Liabilities. As of July 31, 2009, the Trust held the
following unfunded loan commitments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unfunded
|
|
Appreciation/
|
Description
|
|
Type
|
|
Commitment
|
|
(Depreciation)
|
|
AX Acquisition Corp.
|
|
Revolver
|
|
$
|
2,500,000
|
|
|
$
|
(625,000
|
)
|
Bright Horizons Family Solutions, Inc.
|
|
Revolver
|
|
|
4,472,000
|
|
|
|
(1,118,000
|
)
|
Cannery Casino Resorts, LLC
|
|
Revolver
|
|
|
1,002,273
|
|
|
|
(140,318
|
)
|
Catalent Pharma Solutions
|
|
Revolver
|
|
|
2,242,857
|
|
|
|
(616,786
|
)
|
Centennial Cellular Operating, Co. LLC
|
|
Revolver
|
|
|
750,000
|
|
|
|
(41,250
|
)
|
Centennial Cellular Operating, Co. LLC
|
|
Revolver
|
|
|
750,000
|
|
|
|
(41,250
|
)
|
Chart Industries, Inc.
|
|
Revolver
|
|
|
2,750,000
|
|
|
|
(618,750
|
)
|
Education Management Corporation
|
|
Revolver
|
|
|
3,000,000
|
|
|
|
(270,000
|
)
|
GateHouse Media Operating, Inc.
|
|
Revolver
|
|
|
1,000,000
|
|
|
|
(700,000
|
)
|
General Nutrition Centers, Inc.
|
|
Revolver
|
|
|
5,500,000
|
|
|
|
(1,237,500
|
)
|
Graphic Packaging International, Inc.
|
|
Revolver
|
|
|
5,000,000
|
|
|
|
(900,000
|
)
|
Hunter Fan Company
|
|
Revolver
|
|
|
735,417
|
|
|
|
(341,969
|
)
|
KAG Property LLC
|
|
Delayed Draw Note
|
|
|
192,367
|
|
|
|
(6,973
|
)
|
Kranson Industries, Inc.
|
|
Revolver
|
|
|
2,500,000
|
|
|
|
(250,000
|
)
|
Lyondell Chemical Company
|
|
DIP Term Loan
|
|
|
264,389
|
|
|
|
9,841
|
|
Metro-Goldwyn-Mayer
Studios Inc.
|
|
Revolver
|
|
|
403,846
|
|
|
|
(189,808
|
)
|
Mirant North America LLC
|
|
Revolver
|
|
|
3,921,800
|
|
|
|
(431,398
|
)
|
NV Broadcasting LLC
|
|
DIP Term Loan
|
|
|
186,871
|
|
|
|
0
|
|
Pinnacle Foods Holdings Corp.
|
|
Revolver
|
|
|
6,680,800
|
|
|
|
(2,171,260
|
)
|
Select Medical Corporation
|
|
Revolver
|
|
|
1,800,000
|
|
|
|
(342,000
|
)
|
Sungard Data Systems, Inc.
|
|
Revolver
|
|
|
3,063,164
|
|
|
|
(570,514
|
)
|
Surgical Care Affiliates, Inc.
|
|
Revolver
|
|
|
2,664,000
|
|
|
|
(719,280
|
)
|
True Temper Sports, Inc.
|
|
Revolver
|
|
|
322,500
|
|
|
|
(130,612
|
)
|
USI Holdings Corp.
|
|
Revolver
|
|
|
1,483,333
|
|
|
|
(430,167
|
)
|
Van Houtte
|
|
Revolver
|
|
|
3,000,000
|
|
|
|
(480,000
|
)
|
Volume Services America, Inc.
|
|
Revolver
|
|
|
2,523,256
|
|
|
|
(441,570
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
58,708,873
|
|
|
$
|
(12,804,564
|
)
|
|
|
|
|
|
|
|
|
|
|
|
6. Derivative
Financial Instruments
A derivative financial instrument in very general terms refers
to a security whose value is derived from the value
of an underlying asset, reference rate or index.
The Trust may use derivative instruments for a variety of
reasons, such as to attempt to protect the Trust against
possible changes in the market value of its portfolio or to
generate potential gain. All of the Trusts portfolio
holdings, including derivative instruments, are marked to market
each day with the change in value reflected in unrealized
appreciation/depreciation. Risks may arise as a result of the
potential inability of the counterparties to meet the terms of
their contracts.
The Trust is subject to credit risk in the normal course of
pursuing its investment objectives. The Trust may enter into
credit default swaps to manage its exposure to the market or
certain sectors of the market, to reduce its risk exposure to
defaults of corporate and sovereign issuers, or to create
exposure to corporate or sovereign issuers to which it is not
otherwise exposed. A credit default swap is an agreement between
two parties to exchange the credit risk of an issuer or index of
issuers. A buyer of a credit default swap is said to buy
40
Van Kampen
Senior Income Trust
Notes
to Financial
Statements n July 31,
2009 continued
protection by paying periodic fees
in return for a contingent payment from the seller if the issuer
has a credit event such as bankruptcy, a failure to pay
outstanding obligations or deteriorating credit while the swap
is outstanding. A seller of a credit default swap is said to
sell protection and thus collects the periodic fees and profits
if the credit of the issuer remains stable or improves while the
swap is outstanding. The seller in a credit default swap
contract would be required to pay an
agreed-upon
amount to the buyer in the event of an adverse credit event of
the issuer. This
agreed-upon
amount approximates the notional amount of the swap as disclosed
in the table following the Portfolio of Investments and is
estimated to be the maximum potential future payment that the
seller could be required to make under the credit default swap
contract. In the event of an adverse credit event, the seller
generally does not have any contractual remedies against the
issuer or any other third party. However, if a physical
settlement is elected, the seller would receive the defaulted
credit and, as a result, become a creditor of the issuer.
The current credit rating of each individual issuer is listed in
the table following the Portfolio of Investments and serves as
an indicator of the current status of the payment/ performance
risk of the credit derivative. Alternatively, for credit default
swaps on an index of credits, the quoted market prices and
current values serve as an indicator of the current status of
the payment/performance risk of the credit derivative.
Generally, lower credit ratings and increasing market values, in
absolute terms, represent a deterioration of the credit and a
greater likelihood of an adverse credit event of the issuer.
The Trust accrues for the periodic fees on credit default swaps
on a daily basis with the net amount accrued recorded within
unrealized appreciation/depreciation of swap contracts. Upon
cash settlement of the periodic fees, the net amount is recorded
as realized gain/loss on swap contracts on the Statement of
Operations. Net unrealized gains are recorded as an asset or net
unrealized losses are reported as a liability on the Statement
of Assets and Liabilities. The change in value of the swap
contracts is reported as unrealized gains or losses on the
Statement of Operations. Upfront payments received or made upon
entering into a credit default swap contract, if any, are
recorded as realized gain or loss on the Statement of Operations
upon termination or maturity of the swap. Credit default swaps
may involve greater risks than if a trust had invested in the
issuer directly. The Trusts maximum risk or loss from
counterparty risk, either as the protection seller or as the
protection buyer, is the fair value of the contract. This risk
is mitigated by having a master netting arrangement between the
Trust and the counterparty and by the posting of collateral by
the counterparty to the Trust to cover the Trusts exposure
to the counterparty.
The Trust may sell credit default swaps which expose it to risk
of loss from credit risk related events specified in the
contract. Although contract-specific, credit events are
generally defined as bankruptcy, failure to pay, restructuring,
obligation acceleration, obligation default, or
repudiation/moratorium. As disclosed in the footnotes to the
Portfolio of Investments, the aggregate fair value of credit
default swaps in a net liability position as of July 31,
2009 was $374,800. The aggregate fair value of assets posted as
collateral, net of assets received as collateral, for these
swaps was $340,000. If a defined credit event had occurred as of
July 31, 2009, the swaps credit-risk-related
contingent features would have been triggered and the Trust
would have been required to pay $8,000,000 less the value of the
contracts related reference obligations.
Swap agreements are not entered into or traded on exchanges and
there is no central clearing or guaranty function for swaps.
Therefore, swaps are subject to the risk of default or
non-performance by the counterparty. If there is a default by
the counterparty to a swap
41
Van Kampen
Senior Income Trust
Notes
to Financial
Statements n July 31,
2009 continued
agreement, the Trust will have
contractual remedies pursuant to the agreements related to the
transaction. Counterparties are required to pledge collateral
daily (based on the valuation of each swap) on behalf of the
Trust with a value approximately equal to the amount of any
unrealized gain. Reciprocally, when the Trust has an unrealized
loss on a swap contract, the Trust has instructed the custodian
to pledge cash or liquid securities as collateral with a value
approximately equal to the amount of the unrealized loss.
Collateral pledges are monitored and subsequently adjusted if
and when the swap valuations fluctuate. Cash collateral is
disclosed in the table following the Portfolio of Investments.
Cash collateral has been offset against open swap contracts
under the provisions of Financial Accounting Standards Board
Interpretation No. 39, Offsetting of Amounts Related to
Certain Contracts an interpretation of APB Opinion No. 10
and Financial Accounting Standards Board Statement
No. 105 and are included within Swap
Contracts on the Statement of Assets and Liabilities. For
cash collateral received, the Trust pays a monthly fee to the
counterparty based on the effective rate for Federal Funds. This
fee, when paid, is included within realized loss on swap
contracts on the Statement of Operations.
The Trust adopted Financial Accounting Standards Board Statement
of Financial Accounting Standards No. 161, Disclosures
about Derivative Instruments and Hedging Activities
(FAS 161), effective February 1, 2009. FAS 161 is
intended to improve financial reporting about derivative
instruments by requiring enhanced disclosures to enable
investors to better understand how and why the Trust uses
derivative instruments, how these derivative instruments are
accounted for and their effects on the Trusts financial
position and results of operations.
The following table sets forth the fair value of the
Trusts derivative contracts by primary risk exposure as of
July 31, 2009.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset
Derivatives
|
|
Liability
Derivatives
|
|
|
Balance Sheet
|
|
|
|
Balance Sheet
|
|
|
Primary Risk
Exposure
|
|
Location
|
|
Fair
Value
|
|
Location
|
|
Fair
Value
|
|
Credit Contracts
|
|
|
Swap Contracts
|
|
|
$
|
-0-
|
|
|
|
Swap Contracts
|
|
|
$
|
(33,216
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following tables set forth by primary risk exposure the
Trusts realized gains/losses and change in unrealized
appreciation/depreciation by type of derivative contract for the
period ended July 31, 2009 in accordance with FAS 161:
|
|
|
|
|
Amount of
Realized Gain/(Loss) on Derivative Contracts
|
Primary Risk
Exposure
|
|
Swap
Contracts
|
|
Credit Contracts
|
|
$
|
(1,280,858
|
)
|
|
|
|
|
|
|
|
|
|
|
Change in
Unrealized Appreciation/(Depreciation) on Derivative
Contracts
|
Primary Risk
Exposure
|
|
Swap
Contracts
|
|
Credit Contracts
|
|
$
|
800,956
|
|
|
|
|
|
|
7. Senior
Loan Participation Commitments
The Trust invests primarily in participations, assignments, or
acts as a party to the primary lending syndicate of a Variable
Rate Senior Loan interest to United States and foreign
42
Van Kampen
Senior Income Trust
Notes
to Financial
Statements n July 31,
2009 continued
corporations, partnerships, and
other entities. When the Trust purchases a participation of a
Senior Loan interest, the Trust typically enters into a
contractual agreement with the lender or other third party
selling the participation, but not with the borrower directly.
As such, the Trust assumes the credit risk of the borrower,
selling participant or other persons interpositioned between the
Trust and the borrower.
At July 31, 2009, the following sets forth the selling
participants with respect to interests in Senior Loans purchased
by the Trust on a participation basis.
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
Amount
|
|
Value
|
Selling
participant
|
|
(000)
|
|
(000)
|
|
Goldman Sachs Lending Partners
|
|
$
|
160
|
|
|
$
|
69
|
|
8. Borrowings
The Trust may utilize financial leverage to the maximum extent
allowable under the 1940 Act. Under the 1940 Act, a Trust
generally may not (i) borrow money greater than
331/3%
of the Trusts total assets or (ii) issue preferred
shares greater than 50% of the Trusts total assets. In
using a combination of borrowing money and issuing preferred
shares, the maximum allowable leverage is somewhere between
331/3%
and 50% (but in no event more than 50%) of the Trusts
total assets based on the relative amounts borrowed or preferred
shares issued.
The Trust has entered into a $700 million annual revolving
credit and security agreement. This revolving credit agreement
is secured by the assets of the Trust. In connection with this
agreement, for the year ended July 31, 2009, the Trust
incurred fees of approximately $5,298,400, as disclosed on the
Statement of Operations. For the year ended July 31, 2009,
the average daily balance of borrowings under the Amended and
Restated Revolving Credit and Security Agreement was
$201,098,630 with a weighted average interest rate of 2.57%.
Effective September 13, 2008, the Trust changed its Credit
and Security Agreement to $625 million. Effective
September 11, 2009, the Trust changed its Credit and
Security Agreement to $200 million.
9. Preferred
Shares Issuance
The Trust has outstanding 2,800 shares each of
Series M, Series T, Series W, Series TH and
Series F Auction Preferred Shares (APS), $.01 Par Value,
$25,000 liquidation preference, for a total issuance of
$350 million. Dividends are cumulative and the dividend
rates are generally reset every seven days through an auction
process. Beginning on February 12, 2008 and continuing
through July 31, 2009, all series of preferred shares of
the Trust were not successfully remarketed. As a result, the
dividend rates of these preferred shares were reset to the
maximum applicable rate on APS. The average rate in effect on
July 31, 2009 was 1.761%. During the year ended
July 31, 2009, the rates ranged from 1.733% to 7.144%.
The Trust pays annual fees equivalent to .25% of the preferred
share liquidation value for the remarketing efforts associated
with the preferred auctions. These fees are included as a
component of the Preferred Share Maintenance expense
on the Statement of Operations.
The APS are redeemable at the option of the Trust in whole or in
part at the liquidation value of $25,000 per share plus
accumulated and unpaid dividends. The Trust is subject to
certain asset coverage tests and the APS are subject to
mandatory redemption if the tests are not met.
43
Van Kampen
Senior Income Trust
Notes
to Financial
Statements n July 31,
2009 continued
10.
Indemnifications
The Trust enters into contracts that contain a variety of
indemnifications. The Trusts maximum exposure under these
arrangements is unknown. However, the Trust has not had prior
claims or losses pursuant to these contracts and expects the
risk of loss to be remote.
11. Legal
Matters
The Trust is one of numerous defendants (Lenders)
that have been named in an adversary proceeding pending in the
Bankruptcy Court of the Southern District of Florida (the
Court). The action, entitled In re Tousa Inc., et
al., was filed on July 15, 2008, by the Official
Committee of Unsecured Creditors of home building companies to
which the Lenders loaned money through different lending
facilities. An amended complaint was filed on October 17,
2008. Plaintiff alleges that monies used to repay the Lenders
should be avoided as fraudulent and preferential transfers under
the bankruptcy laws. More specifically, Plaintiff alleges that
subsidiaries of the home building companies were allegedly
forced to become co-borrowers and guarantors of the monies used
to repay the Lenders, and that the subsidiaries did not receive
fair consideration or reasonably equivalent value when they
transferred the proceeds to repay the Lenders. Plaintiff seeks
to avoid the transfers and other equitable relief. The Trust and
the other Lenders are named as defendants in two separate
lending capacities; first, as lenders in a credit agreement (the
Credit Lenders); and second, as lenders in a term
loan (the Term Loan Lenders). The Trust, as Credit
Lender, moved to dismiss the amended complaint. The Court denied
the motion to dismiss on December 4, 2008. The Trust and
the other Credit Lenders filed a motion for leave to appeal the
dismissal, which was denied on February 23, 2009. Plaintiff
thereafter filed a Second Amended Complaint that was superseded
by a Third Amended Complaint. The Trust filed two answers to the
Third Amended Complaint in its respective capacities as a Credit
Lender and a Term Loan Lender. A court-ordered mediation took
place in March 2009, but no resolution was reached. The case
went to trial, which concluded in August 2009. A final decision
is currently expected in late 2009.
The Trust is also one of the defendants that have been named in
an adversary proceeding pending in the United States District
Court for the Southern District of New York. The action,
entitled Robertson v. Arch et al., was filed on
January 26, 2009, by certain individual holders of auction
rate preferred securities (ARPS) issued by certain
Van Kampen funds, including the Trust. The suit names the
relevant funds and the funds trustees as defendants. The
complaint alleges breach of fiduciary duty for failure to redeem
the ARPS. It seeks, among other things, an order compelling the
redemption of plaintiffs ARPS and consequential damages.
On April 3, 2009, an amended complaint was filed,
substituting Amegy Bank N.A. as plaintiff, and alleging that it
owns ARPS issued by certain Van Kampen funds and is the
successor in interest to the initial plaintiffs claims.
Following the filing of defendants motion to dismiss, an
agreement in principle was reached to settle the litigation in
its entirety. On May 14, 2009, the Court entered an Order
of Discontinuance dismissing the case with prejudice, based on
the consent of all parties, with leave to move to reinstate in
the event the settlement is not finalized.
The Trust is one of hundreds of defendants which include
non-agent lender defendants that had been named in litigation
filed by the Adelphia Recovery Trust (ART) in the
U.S. District Court for the Southern District of New York
in an action entitled Adelphia Recovery Trust v. Bank of
America, N.A., et al. which alleged that a wide swath of
financial institutions such as investment banks, agent lenders
and non-agent lenders worked together to assist the Rigas family
in its defrauding of Adelphia. The complaint by ART against the
non-
44
Van Kampen
Senior Income Trust
Notes
to Financial
Statements n July 31,
2009 continued
agent lenders stated certain claims
including equitable disallowance, voidable preferences and
fraudulent transfers and sought, among other remedies, to
disallow and/or void certain transfers and repayments the
non-agent lenders received in connection with loans made to
Adelphia. The non-agent lenders, which include the Trust, moved
to dismiss all claims against them. The motions to dismiss all
claims against the non-agent lenders were granted in June 2008
and final judgment was entered in December 2008. ART appealed
the judgment to the United States Court of Appeals for the
Second Circuit in July 2009. The outcome of the appeal is not
expected until sometime in 2010.
In managements opinion, there is no material impact to the
Trust as a result of these legal matters.
12. Subsequent
Event
On September 15, 2009, the Trust commenced a shares
repurchase program for purposes of enhancing stockholder value
and reducing the discount at which the Trusts shares trade
from their net asset value.
45
Van Kampen
Senior Income Trust
Report of Independent Registered Public Accounting
Firm
To the Shareholders and Board of Trustees of Van Kampen
Senior Income Trust
We have audited the accompanying statement of assets and
liabilities of Van Kampen Senior Income Trust (the
Trust), including the portfolio of investments, as
of July 31, 2009, the related statements of operations and
cash flows for the year then ended, the statements of changes in
net assets for each of the two years in the period then ended,
and the financial highlights for each of the five years in the
period then ended. These financial statements and financial
highlights are the responsibility of the Trusts
management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our
audits.
We conducted our audits in accordance with standards of the
Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. The
Trust is not required to have, nor were we engaged to perform,
an audit of its internal control over financial reporting. Our
audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Trusts
internal control over financial reporting. Accordingly, we
express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles
used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. Our
procedures included confirmation of securities owned as of
July 31, 2009, by correspondence with the Trusts
custodian, brokers and selling or agent banks; where replies
were not received, we performed other auditing procedures. We
believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements and financial
highlights referred to above present fairly, in all material
respects, the financial position of Van Kampen Senior
Income Trust as of July 31, 2009, the results of its
operations and its cash flows for the year then ended, the
changes in its net assets for each of the two years in the
period then ended, and the financial highlights for each of the
five years in the period then ended, in conformity with
accounting principles generally accepted in the United States of
America.
DELOITTE & TOUCHE LLP
September 22, 2009
46
Van
Kampen Senior Income Trust
Dividend Reinvestment Plan
The dividend reinvestment plan (the Plan) offers you a prompt
and simple way to reinvest your dividends and capital gains
distributions (Distributions) into additional shares of the
Trust. Under the Plan, the money you earn from Distributions
will be reinvested automatically in more shares of the Trust,
allowing you to potentially increase your investment over time.
Plan
benefits
Add
to your account
You may increase your shares in the Trust easily and
automatically with the Plan.
Low
transaction costs
Transaction costs are low because the new shares are bought in
blocks and the brokerage commission is shared among all
Participants.
Convenience
You will receive a detailed account statement from Computershare
Trust Company, N.A., (the Agent) which administers the Plan. The
statement shows your total Distributions, date of investment,
shares acquired, and price per share, as well as the total
number of shares in your reinvestment account. You can also
access your account via the Internet at vankampen.com.
Safekeeping
Computershare Trust Company, N.A. will hold the shares it has
acquired for you in safekeeping.
How to
participate in the Plan
If you own shares in your own name, you can participate directly
in the Plan. If your shares are held in street
namein the name of your brokerage firm, bank, or
other financial institutionyou must instruct that entity
to participate on your behalf. If they are unable to participate
on your behalf, you may request that they reregister your shares
in your own name so that you may enroll in the Plan.
If you choose to participate in the Plan, whenever the Trust
declares a Distribution, it will be invested in additional
shares of your Trust that are purchased on the open market.
How to
enroll
To enroll in the Plan, please read the Terms and Conditions in
the Plan brochure. You can obtain a copy of the Plan Brochure
and enroll in the Plan by visiting vankampen.com, calling
toll-free
(800) 341-2929
or notifying us in writing at
47
Van
Kampen Senior Income Trust
Dividend
Reinvestment
Plan continued
Van Kampen Closed End Funds, Computershare Trust Company,
N.A., P.O. Box 43078, Providence, RI 02940-3078. Please include
the Trust name and account number and ensure that all
shareholders listed on the account sign these written
instructions. Your participation in the Plan will begin with the
next Distribution payable after the Agent receives your
authorization, as long as they receive it before the
record date, which is generally ten business days
before the Distribution is paid. If your authorization arrives
after such record date, your participation in the Plan will
begin with the following Distribution.
Costs of the
plan
There is no direct charge to you for reinvesting Distributions
because the Plans fees are paid by the Trust. However,
when applicable, you will pay your portion of any brokerage
commissions incurred when the new shares are purchased on the
open market. These brokerage commissions are typically less than
the standard brokerage charges for individual transactions,
because shares are purchased for all participants in blocks,
resulting in lower commissions for each individual participant.
Any brokerage commissions or service fees are averaged into the
purchase price.
Tax
implications
The automatic reinvestment of Distributions does not relieve you
of any income tax that may be due on dividends or distributions.
You will receive tax information annually to help you prepare
your federal and state income tax returns.
Van Kampen does not offer tax advice. The tax information
contained herein is general and is not exhaustive by nature. It
was not intended or written to be used, and it cannot be used by
any taxpayer, for avoiding penalties that may be imposed on the
taxpayer under U.S. federal tax laws. Federal and state tax laws
are complex and constantly changing. Shareholders should always
consult a legal or tax advisor for information concerning their
individual situation.
How to withdraw
from the Plan
To withdraw from the Plan please visit vankampen.com or call
(800) 341-2929
or notify us in writing at the address below.
Van Kampen Closed-End Funds
Computershare Trust Company, N.A.
P.O. Box 43078
Providence, RI 02940-3078
All shareholders listed on the account must sign any written
withdrawal instructions. If you withdraw, you have three options
with regard to the shares held in the Plan:
|
|
|
|
1.
|
If you opt to continue to hold your non-certificated whole
shares, they will be held by Computershare Trust Company N.A. as
Direct Registration Book-Shares (Book-Entry Shares) and
fractional shares will be sold at the then
|
48
Van
Kampen Senior Income Trust
Dividend
Reinvestment
Plan continued
|
|
|
|
|
current market price. Proceeds will be sent via check to your
address of record after deducting applicable fees and brokerage
commissions.
|
|
|
|
|
2.
|
If you opt to sell your shares through the Agent, we will sell
all full and fractional shares and send the proceeds via check
to your address of record after deducting brokerage commissions
and a $2.50 service fee.
|
|
3.
|
You may sell your shares through your financial advisor through
the Direct Registration Systems (DRS). DRS is a service within
the securities industry that allows Trust shares to be held in
your name in electronic format. You retain full ownership of
your shares, without having to hold a share certificate.
|
The Trust and Computershare Trust Company, N.A. may
amend or terminate the Plan. Participants will receive written
notice at least 30 days before the effective date of any
amendment. In the case of termination, Participants will receive
written notice at least 30 days before the record date for
the payment of any dividend or capital gains distribution by the
Trust. In the case of amendment or termination necessary or
appropriate to comply with applicable law or the rules and
policies of the Securities and Exchange Commission or any other
regulatory authority, such written notice will not be
required.
To obtain a
complete copy of the Dividend Reinvestment Plan, please call our
Client Relations department at
800-341-2929
or visit vankampen.com.
49
Van Kampen
Senior Income Trust
Board of Trustees, Officers and Important Addresses
|
|
|
Board
of Trustees
David C. Arch
Jerry D. Choate
Rod Dammeyer
Linda Hutton Heagy
R. Craig Kennedy
Howard J Kerr
Jack E. Nelson
Hugo F. Sonnenschein
Wayne W. Whalen* Chairman
Suzanne H. Woolsey
Officers
Edward C. Wood III
President and Principal Executive Officer
Stefanie V. Chang Yu
Vice President and Secretary
John L. Sullivan
Chief Compliance Officer
Stuart N. Schuldt
Chief Financial Officer and Treasurer
Kevin Klingert
Vice President
|
|
Investment
Adviser
Van Kampen Asset Management
522 Fifth Avenue
New York, New York 10036
Custodian
State Street Bank
and Trust Company
One Lincoln Street
Boston, Massachusetts 02111
Transfer
Agent
Computershare Trust Company, N.A.
c/o Computershare Investor Services
P.O. Box 43078
Providence, Rhode Island 02940-3078
Legal
Counsel
Skadden, Arps, Slate,
Meagher & Flom LLP
155 North Wacker Drive
Chicago, IL 60606
Independent
Registered
Public Accounting Firm
Deloitte & Touche LLP
111 South Wacker Drive
Chicago, Illinois 60606
|
|
|
|
*
|
|
Interested
persons of the Trust, as defined in the Investment Company
Act of 1940, as amended.
|
50
Van Kampen
Senior Income Trust
Results of Shareholders Votes
The Annual Meeting of Shareholders of the Trust was held on
June 17, 2009, where shareholders voted on the election of
trustees.
With regards to the election of the following trustees by the
common shareholders of the Trust:
|
|
|
|
|
|
|
|
|
|
|
# of
Shares
|
|
|
In
Favor
|
|
Withheld
|
|
|
Wayne W. Whalen
|
|
|
155,544,547
|
|
|
|
8,321,332
|
|
Rod Dammeyer
|
|
|
155,564,123
|
|
|
|
8,301,756
|
|
With regards to the election of the following trustees by the
preferred shareholders of the Trust:
|
|
|
|
|
|
|
|
|
|
|
# of
Shares
|
|
|
In
Favor
|
|
Withheld
|
|
|
Linda Hutton Heagy
|
|
|
9,017
|
|
|
|
43
|
|
The other trustees of the Trust whose terms did not expire in
2009 are David C. Arch, Jerry D. Choate, R. Craig Kennedy,
Howard J Kerr, Jack E. Nelson, Hugo F. Sonnenschein and Suzanne
H. Woolsey.
51
Van
Kampen Senior Income Trust
Trustee
and Officer Information
The business and affairs of each Trust are managed under the
direction of the Trusts Board of Trustees and the
Trusts officers appointed by the Board of Trustees. The
tables below list the trustees and executive officers of each
Trust and their principal occupations during the last five
years, other directorships held by trustees and their
affiliations, if any, with Van Kampen Investments, the
Adviser, the Distributor, Van Kampen Advisors Inc.,
Van Kampen Exchange Corp. and Investor Services. The term
Fund Complex includes each of the investment
companies advised by the Adviser as of the date of this Annual
Report. Trustees of the Trust generally serve three year terms
or until their successors are duly elected and qualified.
Officers are annually elected by the trustees.
|
|
|
|
|
|
|
|
|
|
|
|
|
Independent
Trustees:
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
Term of
|
|
|
|
Funds in
|
|
|
|
|
|
|
Office and
|
|
|
|
Fund
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Complex
|
|
|
Name, Age and
Address
|
|
Held with
|
|
Time
|
|
Principal
Occupation(s)
|
|
Overseen
|
|
Other
Directorships
|
of Independent
Trustee
|
|
each
Trust
|
|
Served
|
|
During Past 5
Years
|
|
By
Trustee
|
|
Held by
Trustee
|
|
David C. Arch (64)
Blistex Inc.
1800 Swift Drive
Oak Brook, IL 60523
|
|
Trustee
|
|
Trustee
since 1998
|
|
Chairman and Chief Executive Officer of Blistex Inc., a consumer
health care products manufacturer.
|
|
|
89
|
|
|
Trustee/Director/Managing General Partner of funds in the Fund
Complex. Member of the Heartland Alliance advisory board, a
nonprofit organization serving human needs based
in Chicago. Board member of the Illinois
Manufacturers Association. Member of the Board of
Visitors, Institute for the Humanities, University of Michigan.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
52
|
|
|
|
|
|
|
|
|
|
|
|
|
Van
Kampen Senior Income Trust
|
Trustee and
Officer
Information continued
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
Term of
|
|
|
|
Funds in
|
|
|
|
|
|
|
Office and
|
|
|
|
Fund
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Complex
|
|
|
Name, Age and
Address
|
|
Held with
|
|
Time
|
|
Principal
Occupation(s)
|
|
Overseen
|
|
Other
Directorships
|
of Independent
Trustee
|
|
each
Trust
|
|
Served
|
|
During Past 5
Years
|
|
By
Trustee
|
|
Held by
Trustee
|
|
Jerry D. Choate (70)
33971 Selva Road
Suite 130
Dana Point, CA 92629
|
|
Trustee
|
|
Trustee
since 2006
|
|
Prior to January 1999, Chairman and Chief Executive Officer
of the Allstate Corporation (Allstate) and Allstate
Insurance Company. Prior to January 1995, President and
Chief Executive Officer of Allstate. Prior to August 1994,
various management positions at Allstate.
|
|
|
89
|
|
|
Trustee/Director/Managing General Partner of funds in the Fund
Complex. Director of Amgen Inc., a biotechnological company, and
Valero Energy Corporation, an independent refining company.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rod Dammeyer (68)
CAC, LLC
4350 La Jolla Village Drive
Suite 685
San Diego, CA 92122-1249
|
|
Trustee
|
|
Trustee
since 1998
|
|
President of CAC, L.L.C., a private company offering capital
investment and management advisory services.
|
|
|
89
|
|
|
Trustee/Director/Managing General Partner of funds in the Fund
Complex. Director of Quidel Corporation, Stericycle, Inc. Prior
to May 2008, Trustee of The Scripps Research Institute. Prior to
February 2008, Director of Ventana Medical Systems, Inc. Prior
to April 2007, Director of GATX Corporation. Prior to April
2004, Director of TheraSense, Inc. Prior to January 2004,
Director of TeleTech Holdings Inc. and Arris Group, Inc.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
53
|
|
|
|
|
|
|
|
|
|
|
|
|
Van
Kampen Senior Income Trust
|
Trustee and
Officer
Information continued
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
Term of
|
|
|
|
Funds in
|
|
|
|
|
|
|
Office and
|
|
|
|
Fund
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Complex
|
|
|
Name, Age and
Address
|
|
Held with
|
|
Time
|
|
Principal
Occupation(s)
|
|
Overseen
|
|
Other
Directorships
|
of Independent
Trustee
|
|
each
Trust
|
|
Served
|
|
During Past 5
Years
|
|
By
Trustee
|
|
Held by
Trustee
|
|
Linda Hutton Heagy (61)
4939 South Greenwood
Chicago, IL 60615
|
|
Trustee
|
|
Trustee
since 2006
|
|
Prior to February 2008, Managing Partner of Heidrick &
Struggles, an international executive search firm. Prior to
1997, Partner of Ray & Berndtson, Inc., an executive
recruiting firm. Prior to 1995, Executive Vice President of ABN
AMRO, N.A., a bank holding company. Prior to 1990, Executive
Vice President of The Exchange National Bank.
|
|
|
89
|
|
|
Trustee/Director/Managing General Partner of funds in the Fund
Complex. Trustee on the University of Chicago Medical Center
Board, Vice Chair of the Board of the YMCA of Metropolitan
Chicago and a member of the Womens Board of the University
of Chicago.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
R. Craig Kennedy (57)
1744 R Street, NW
Washington, DC 20009
|
|
Trustee
|
|
Trustee
since 2006
|
|
Director and President of the German Marshall Fund of the United
States, an independent U.S. foundation created to deepen
understanding, promote collaboration and stimulate exchanges of
practical experience between Americans and Europeans. Formerly,
advisor to the Dennis Trading Group Inc., a managed futures and
option company that invests money for individuals and
institutions. Prior to 1992, President and Chief Executive
Officer, Director and member of the Investment Committee of the
Joyce Foundation, a private foundation.
|
|
|
89
|
|
|
Trustee/Director/Managing General Partner of funds in the Fund
Complex. Director of First Solar, Inc.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Howard J Kerr (73)
14 Huron Trace
Galena, IL 61036
|
|
Trustee
|
|
Trustee
since 1998
|
|
Prior to 1998, President and Chief Executive Officer of
Pocklington Corporation, Inc., an investment holding company.
|
|
|
89
|
|
|
Trustee/Director/Managing General Partner of funds in the Fund
Complex. Director of the Lake Forest Bank & Trust.
Director of the Marrow Foundation.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
54
|
|
|
|
|
|
|
|
|
|
|
|
|
Van
Kampen Senior Income Trust
|
Trustee and
Officer
Information continued
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
Term of
|
|
|
|
Funds in
|
|
|
|
|
|
|
Office and
|
|
|
|
Fund
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Complex
|
|
|
Name, Age and
Address
|
|
Held with
|
|
Time
|
|
Principal
Occupation(s)
|
|
Overseen
|
|
Other
Directorships
|
of Independent
Trustee
|
|
each
Trust
|
|
Served
|
|
During Past 5
Years
|
|
By
Trustee
|
|
Held by
Trustee
|
|
Jack E. Nelson (73)
423 Country Club Drive
Winter Park, FL 32789
|
|
Trustee
|
|
Trustee
since 2006
|
|
President of Nelson Investment Planning Services, Inc., a
financial planning company and registered investment adviser in
the State of Florida. President of Nelson Ivest Brokerage
Services Inc., a member of the Financial Industry Regulatory
Authority (FINRA), Securities Investors Protection
Corp. and the Municipal Securities Rulemaking Board. President
of Nelson Sales and Services Corporation, a marketing and
services company to support affiliated companies.
|
|
|
89
|
|
|
Trustee/Director/Managing General Partner of funds in the Fund
Complex.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hugo F. Sonnenschein (68)
1126 E. 59th Street
Chicago, IL 60637
|
|
Trustee
|
|
Trustee
since 1998
|
|
President Emeritus and Honorary Trustee of the University of
Chicago and the Adam Smith Distinguished Service Professor in
the Department of Economics at the University of Chicago. Prior
to July 2000, President of the University of Chicago.
|
|
|
89
|
|
|
Trustee/Director/Managing General Partner of funds in the Fund
Complex. Trustee of the University of Rochester and a member of
its investment committee. Member of the National Academy of
Sciences, the American Philosophical Society and a fellow of the
American Academy of Arts and Sciences.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
55
|
|
|
|
|
|
|
|
|
|
|
|
|
Van
Kampen Senior Income Trust
|
Trustee and
Officer
Information continued
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
Term of
|
|
|
|
Funds in
|
|
|
|
|
|
|
Office and
|
|
|
|
Fund
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Complex
|
|
|
Name, Age and
Address
|
|
Held with
|
|
Time
|
|
Principal
Occupation(s)
|
|
Overseen
|
|
Other
Directorships
|
of Independent
Trustee
|
|
each
Trust
|
|
Served
|
|
During Past 5
Years
|
|
By
Trustee
|
|
Held by
Trustee
|
|
Suzanne H. Woolsey, Ph.D. (67)
815 Cumberstone Road
Harwood, MD 20776
|
|
Trustee
|
|
Trustee
since 2006
|
|
Chief Communications Officer of the National Academy of
Sciences/National Research Council, an independent, federally
chartered policy institution, from 2001 to November 2003 and
Chief Operating Officer from 1993 to 2001. Prior to 1993,
Executive Director of the Commission on Behavioral and Social
Sciences and Education at the National Academy of
Sciences/National Research Council. From 1980 through 1989,
Partner of Coopers & Lybrand.
|
|
|
89
|
|
|
Trustee/Director/Managing General Partner of funds in the Fund
Complex. Trustee of Changing World Technologies, Inc., an energy
manufacturing company, since July 2008. Director of Fluor Corp.,
an engineering, procurement and construction organization, since
January 2004. Director of Intelligent Medical Devices, Inc., a
symptom based diagnostic tool for physicians and clinical labs.
Director of the Institute for Defense Analyses, a federally
funded research and development center, Director of the German
Marshall Fund of the United States, Director of the Rocky
Mountain Institute and Trustee of California Institute of
Technology and the Colorado College.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
56
|
|
|
|
|
|
|
|
|
|
|
|
|
Van
Kampen Senior Income Trust
|
Trustee and
Officer
Information continued
|
Interested
Trustee:*
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
Term of
|
|
|
|
Funds in
|
|
|
|
|
|
|
Office and
|
|
|
|
Fund
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Complex
|
|
|
Name, Age and
Address
|
|
Held with
|
|
Time
|
|
Principal
Occupation(s)
|
|
Overseen
|
|
Other
Directorships
|
of Interested
Trustee
|
|
each
Trust
|
|
Served
|
|
During Past 5
Years
|
|
By
Trustee
|
|
Held by
Trustee
|
|
Wayne W. Whalen* (69)
333 West Wacker Drive
Chicago, IL 60606
|
|
Trustee
|
|
Trustee
since 1998
|
|
Partner in the law firm of Skadden, Arps, Slate,
Meagher & Flom LLP, legal counsel to funds in the Fund
Complex.
|
|
|
89
|
|
|
Trustee/Director/Managing General Partner of funds in the Fund
Complex. Director of the Abraham Lincoln Presidential Library
Foundation.
|
|
|
|
|
|
As
indicated above, prior to February 2008, Ms. Heagy was an
employee of Heidrick and Struggles, an international executive
search firm (Heidrick). Heidrick has been (and may
continue to be) engaged by Morgan Stanley from time to time to
perform executive searches. Such searches have been done by
professionals at Heidrick without any involvement by
Ms. Heagy. Ethical wall procedures exist to ensure that
Ms. Heagy will not have any involvement with any searches
performed by Heidrick for Morgan Stanley. Ms. Heagy does
not receive any compensation, directly or indirectly, for
searches performed by Heidrick for Morgan Stanley.
|
|
*
|
|
Mr.
Whalen is an interested person (within the meaning
of Section 2(a)(19) of the 1940 Act) of certain funds in
the Fund Complex by reason of he and his firm currently
providing legal services as legal counsel to such funds in the
Fund Complex.
|
57
Van
Kampen Senior Income Trust
Trustee
and Officer
Information continued
|
|
|
|
|
|
|
Officers:
|
|
|
|
|
Term of
|
|
|
|
|
|
|
Office and
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
Name, Age and
|
|
Held with
|
|
Time
|
|
Principal
Occupation(s)
|
Address of
Officer
|
|
each
Trust
|
|
Served
|
|
During Past 5
Years
|
|
Edward C. Wood III (53)
1 Parkview Plaza Suite 100
Oakbrook Terrace, IL 60181
|
|
President and
Principal Executive
Officer
|
|
Officer
since 2008
|
|
President and Principal Executive Officer of funds in the Fund
Complex since November 2008. Managing Director of
Van Kampen Investments Inc., the Adviser, the Distributor,
Van Kampen Advisors Inc. and Van Kampen Exchange Corp.
since December 2003. Chief Administrative Officer of the
Adviser, Van Kampen Advisors Inc. and Van Kampen
Exchange Corp. since December 2002. Chief Operating Officer of
the Distributor since December 2002. Director of Van Kampen
Advisors Inc., the Distributor and Van Kampen Exchange
Corp. since March 2004. Director of the Adviser since August
2008. Director of Van Kampen Investments Inc. and
Van Kampen Investor Services Inc. since June 2008.
Previously, Director of the Adviser and Van Kampen
Investments Inc. from March 2004 to January 2005 and Chief
Administrative Officer of Van Kampen Investments Inc. from
2002 to 2009.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Kevin Klingert (46)
522 Fifth Avenue
New York, NY 10036
|
|
Vice President
|
|
Officer
since 2008
|
|
Vice President of funds in the Fund Complex since May 2008.
Global Head, Chief Operating Officer and acting Chief Investment
Officer of the Fixed Income Group of Morgan Stanley Investment
Management Inc. since April 2008. Head of Global Liquidity
Portfolio Management and co-Head of Liquidity Credit Research of
Morgan Stanley Investment Management since December 2007.
Managing Director of Morgan Stanley Investment Management Inc.
from December 2007 to March 2008. Previously, Managing Director
on the Management Committee and head of Municipal Portfolio
Management and Liquidity at BlackRock from October 1991 to
January 2007.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stefanie V. Chang Yu (42)
522 Fifth Avenue
New York, NY 10036
|
|
Vice President
and Secretary
|
|
Officer
since 2003
|
|
Managing Director of Morgan Stanley Investment Management Inc.
Vice President and Secretary of funds in the Fund Complex.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
John L. Sullivan (53)
1 Parkview Plaza Suite 100
Oakbrook Terrace, IL 60181
|
|
Chief Compliance Officer
|
|
Officer
since 1998
|
|
Chief Compliance Officer of funds in the Fund Complex since
August 2004. Prior to August 2004, Director and Managing
Director of Van Kampen Investments, the Adviser,
Van Kampen Advisors Inc. and certain other subsidiaries of
Van Kampen Investments, Vice President, Chief Financial
Officer and Treasurer of funds in the Fund Complex and head of
Fund Accounting for Morgan Stanley Investment Management Inc.
Prior to December 2002, Executive Director of Van Kampen
Investments, the Adviser and Van Kampen Advisors Inc.
|
|
|
|
|
|
|
|
58
|
|
|
|
|
|
|
Van
Kampen Senior Income Trust
|
Trustee and
Officer
Information continued
|
|
|
|
|
Term of
|
|
|
|
|
|
|
Office and
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
Name, Age and
|
|
Held with
|
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Time
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Principal
Occupation(s)
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Address of
Officer
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each
Trust
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Served
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During Past 5
Years
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Stuart N. Schuldt (47)
1 Parkview Plaza Suite 100
Oakbrook Terrace, IL 60181
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Chief Financial Officer
and Treasurer
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Officer
since 2007
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Executive Director of Morgan Stanley Investment Management Inc.
since June 2007. Chief Financial Officer and Treasurer of funds
in the Fund Complex since June 2007. Prior to June 2007, Senior
Vice President of Northern Trust Company, Treasurer and
Principal Financial Officer for Northern Trust U.S. mutual fund
complex.
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In accordance with Section 303A. 12(a) of the New York
Stock Exchange Listed Company Manual, the Trusts Chief
Executive Officer has certified to the New York Stock Exchange
that, as of July 1, 2009, he was not aware of any violation
by the Trust of NYSE corporate governance listing standards.
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The certifications by the Trusts principal executive
officer and principal financial officer required by
Rule 30a-2
under the 1940 Act were filed with the Trusts report to
the SEC on
Form N-CSR
and are available on the Securities and Exchange
Commissions web site at http://www.sec.gov.
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59
Van
Kampen Senior Income Trust
An Important Notice Concerning Our
U.S.
Privacy Policy
We are required by
federal law to provide you with a copy of our privacy policy
(Policy) annually.
This Policy applies
to current and former individual clients of certain
Van Kampen closed-end funds and related companies.
This Policy is not
applicable to partnerships, corporations, trusts or other
non-individual clients or account holders, nor is this Policy
applicable to individuals who are either beneficiaries of a
trust for which we serve as trustee or participants in an
employee benefit plan administered or advised by us. This Policy
is, however, applicable to individuals who select us to be a
custodian of securities or assets in individual retirement
accounts, 401(k) accounts, 529 Educational Savings Accounts,
accounts subject to the Uniform Gifts to Minors Act, or similar
accounts. We may amend this Policy at any time, and will inform
you of any changes to this Policy as required by law.
We Respect Your
Privacy
We appreciate that
you have provided us with your personal financial information
and understand your concerns about safeguarding such
information. We strive to maintain the privacy of such
information while we help you achieve your financial objectives.
This Policy describes what nonpublic personal information we
collect about you, how we collect it, when we may share it with
others, and how others may use it. It discusses the steps you
may take to limit our sharing of information about you with
affiliated Van Kampen companies (affiliated
companies). It also discloses how you may limit our
affiliates use of shared information for marketing
purposes. Throughout this Policy, we refer to the nonpublic
information that personally identifies you or your accounts as
personal information.
1. What
Personal Information Do We Collect About
You?
To better serve you
and manage our business, it is important that we collect and
maintain accurate information about you. We obtain this
information from applications and other forms you submit to us,
from your dealings with us, from consumer reporting agencies,
from our websites and from third parties and other sources. For
example:
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We collect
information such as your name, address,
e-mail
address, telephone/fax numbers, assets, income and investment
objectives through application forms you submit to us.
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(continued
on next page)
Van
Kampen Senior Income Trust
An Important Notice Concerning Our
U.S. Privacy Policy continued
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We may obtain
information about account balances, your use of account(s) and
the types of products and services you prefer to receive from us
through your dealings and transactions with us and other sources.
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We may obtain
information about your creditworthiness and credit history from
consumer reporting agencies.
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We may collect
background information from and through third-party vendors to
verify representations you have made and to comply with various
regulatory requirements.
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If you interact with
us through our public and private Web sites, we may collect
information that you provide directly through online
communications (such as an
e-mail
address). We may also collect information about your Internet
service provider, your domain name, your computers
operating system and Web browser, your use of our Web sites and
your product and service preferences, through the use of
cookies. Cookies recognize your computer
each time you return to one of our sites, and help to improve
our sites content and personalize your experience on our
sites by, for example, suggesting offerings that may interest
you. Please consult the Terms of Use of these sites for more
details on our use of cookies.
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2. When Do
We Disclose Personal Information We Collect About
You?
To provide you with
the products and services you request, to better serve you, to
manage our business and as otherwise required or permitted by
law, we may disclose personal information we collect about you
to other affiliated companies and to nonaffiliated third
parties.
a. Information
We Disclose to Our Affiliated
Companies. In
order to manage your account(s) effectively, including servicing
and processing your transactions, to let you know about products
and services offered by us and affiliated companies, to manage
our business, and as otherwise required or permitted by law, we
may disclose personal information about you to other affiliated
companies. Offers for products and services from affiliated
companies are developed under conditions designed to safeguard
your personal information.
b. Information
We Disclose to Third
Parties. We
do not disclose personal information that we collect about you
to nonaffiliated third parties except to enable them to provide
marketing services on our behalf, to perform joint marketing
agreements with other financial institutions, and as otherwise
required or permitted by law. For example, some instances where
we may disclose information about you to third
(continued
on next page)
Van
Kampen Senior Income Trust
An Important Notice Concerning Our
U.S. Privacy Policy continued
parties include: for
servicing and processing transactions, to offer our own products
and services, to protect against fraud, for institutional risk
control, to respond to judicial process or to perform services
on our behalf. When we share personal information with a
nonaffiliated third party, they are required to limit their use
of personal information about you to the particular purpose for
which it was shared and they are not allowed to share personal
information about you with others except to fulfill that limited
purpose or as may be required by law.
3. How Do We
Protect The Security and Confidentiality Of Personal Information
We Collect About
You?
We maintain
physical, electronic and procedural security measures to help
safeguard the personal information we collect about you. We have
internal policies governing the proper handling of client
information. Third parties that provide support or marketing
services on our behalf may also receive personal information
about you, and we require them to adhere to confidentiality
standards with respect to such information.
4. How Can
You Limit Our Sharing Of Certain Personal Information About You
With Our Affiliated Companies For Eligibility
Determination?
We respect your
privacy and offer you choices as to whether we share with our
affiliated companies personal information that was collected to
determine your eligibility for products and services such as
credit reports and other information that you have provided to
us or that we may obtain from third parties (eligibility
information). Please note that, even if you direct us not
to share certain eligibility information with our affiliated
companies, we may still share your personal information,
including eligibility information, with those companies under
circumstances that are permitted under applicable law, such as
to process transactions or to service your account. We may also
share certain other types of personal information with
affiliated companiessuch as your name, address, telephone
number,
e-mail
address and account number(s), and information about your
transactions and experiences with us.
5. How Can
You Limit the Use of Certain Personal Information About You by
our Affiliated Companies for
Marketing?
You may limit our
affiliated companies from using certain personal information
about you that we may share with them for marketing their
products or services to you. This information includes our
transactions and other experiences with you such as your
(continued
on next page)
Van
Kampen Senior Income Trust
An Important Notice Concerning Our
U.S. Privacy Policy continued
assets and account
history. Please note that, even if you choose to limit our
affiliated companies from using certain personal information
about you that we may share with them for marketing their
products and services to you, we may still share such personal
information about you with them, including our transactions and
experiences with you, for other purposes as permitted under
applicable law.
6. How Can
You Send Us an Opt-Out
Instruction?
If you wish to limit
our sharing of certain personal information about you with our
affiliated companies for eligibility purposes and
for our affiliated companies use in marketing products and
services to you as described in this notice, you may do so by:
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Calling us at
(800) 341-2929
Monday-Friday between 9 a.m. and 6 p.m. (EST)
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Writing to us at the
following address:
Van Kampen Closed-End Privacy Department
Harborside Financial Center, Plaza Two, 3rd Floor
Jersey City, NJ 07311
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If you choose to
write to us, your written request should include: your name,
address, telephone number and account number(s) to which the
opt-out applies and should not be sent with any other
correspondence. In order to process your request, we require
that the request be provided by you directly and not through a
third party. Once you have informed us about your privacy
preferences, your opt-out preference will remain in effect with
respect to this Policy (as it may be amended) until you notify
us otherwise. If you are a joint account owner, we will accept
instructions from any one of you and apply those instructions to
the entire account. Please allow approximately 30 days from
our receipt of your opt-out for your instructions to become
effective.
Please understand
that if you opt-out, you and any joint account holders may not
receive certain Van Kampen or our affiliated
companies products and services that could help you manage
your financial resources and achieve your investment objectives.
If you have more
than one account with us or our affiliates, you may receive
multiple privacy policies from us, and would need to follow the
directions stated in each particular policy for each account you
have with us.
(continued
on next page)
Van
Kampen Senior Income Trust
An Important Notice Concerning Our
U.S. Privacy Policy continued
SPECIAL NOTICE TO
RESIDENTS OF
VERMONT
This section
supplements our Policy with respect to our individual clients
who have a Vermont address and supersedes anything to the
contrary in the above Policy with respect to those clients
only.
The State of Vermont
requires financial institutions to obtain your consent prior to
sharing personal information that they collect about you with
affiliated companies and nonaffiliated third parties other than
in certain limited circumstances. Except as permitted by law, we
will not share personal information we collect about you with
nonaffiliated third parties or other affiliated companies unless
you provide us with your written consent to share such
information (opt-in).
If you wish to
receive offers for investment products and services offered by
or through other affiliated companies, please notify us in
writing at the following address:
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Van Kampen
Closed-End Privacy Department
Harborside Financial Center, Plaza Two, 3rd Floor
Jersey City, NJ 07311
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Your authorization
should include: your name, address, telephone number and account
number(s) to which the opt-in applies and should not be sent
with any other correspondence. In order to process your
authorization, we require that the authorization be provided by
you directly and not through a third-party.
522
Fifth Avenue
New
York, New York 10036
www.vankampen.com
Copyright
©2009
Van Kampen Funds Inc.
All
rights reserved. Member FINRA/SIPC
V VRANN
09/09
IU09-04011P-Y07/09
Item 2. Code of Ethics.
(a) The Trust has adopted a code of ethics (the Code of Ethics) that applies to its principal
executive officer, principal financial officer, principal accounting officer or controller, or
persons performing similar functions, regardless of whether these individuals are employed by the
Trust or a third party. |
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(b) |
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No information need be disclosed pursuant to this paragraph. |
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(c) |
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Due to personnel changes at the Adviser, the list of covered officers set forth in Exhibit B
was amended in November 2008 and the general counsels designee set forth in Exhibit C was
amended in April 2009. Both editions of Exhibit B and both editions of Exhibit C are
attached. |
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(d) |
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Not applicable. |
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(e) |
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Not applicable. |
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(f) |
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(1) |
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The Trusts Code of Ethics is attached hereto as Exhibit 12(1). |
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(2) |
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Not applicable. |
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(3) |
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Not applicable. |
Item 3. Audit Committee Financial Expert.
The Trusts Board of Trustees has determined that it has three audit committee financial experts
serving on its audit committee, each of whom are independent Trustees: Rod Dammeyer, Jerry D.
Choate and R. Craig Kennedy. Under applicable securities laws, a person who is determined to be an
audit committee financial expert will not be deemed an expert for any purpose, including without
limitation for the purposes of Section 11 of the Securities Act of 1933, as a result of being
designated or identified as an audit committee financial expert. The designation or identification
of a person as an audit committee financial expert does not impose on such person any duties,
obligations, or liabilities that are greater than the duties, obligations, and liabilities imposed
on such person as a member of the audit committee and Board of Trustees in the absence of such
designation or identification.
Item 4. Principal Accountant Fees and Services.
(a)(b)(c)(d) and (g). Based on fees billed for the periods shown:
2009
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Registrant |
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Covered Entities(1) |
Audit Fees |
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$ |
80,625 |
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N/A |
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Non-Audit Fees |
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Audit-Related Fees |
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$ |
18,300 |
(2) |
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$ |
498,000 |
(3) |
Tax Fees |
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$ |
3,720 |
(4) |
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$ |
0 |
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All Other Fees |
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$ |
0 |
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$ |
5,000 |
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Total Non-Audit Fees |
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$ |
22,020 |
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$ |
503,000 |
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Total |
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$ |
102,645 |
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$ |
503,000 |
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2008
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Registrant |
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Covered Entities(1) |
Audit Fees |
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$ |
82,830 |
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N/A |
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Non-Audit Fees |
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Audit-Related Fees |
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$ |
17,850 |
(2) |
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$ |
215,000 |
(3) |
Tax Fees |
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$ |
3,250 |
(4) |
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$ |
0 |
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All Other Fees |
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$ |
0 |
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$ |
0 |
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Total Non-Audit Fees |
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$ |
21,100 |
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$ |
215,000 |
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Total |
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$ |
103,930 |
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$ |
215,000 |
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N/A- Not applicable, as not required by Item 4.
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(1) |
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Covered Entities include the Adviser (excluding sub-advisors) and
any entity controlling, controlled by or under common control with the Adviser
that provides ongoing services to the Registrant. |
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(2) |
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Audit-Related Fees represent agreed upon procedures, and letters
provided to underwriters related to the offering and issuance of Preferred
Shares by the Registrant. |
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(3) |
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Audit-Related Fees represent assurance and related services provided
that are reasonably related to the performance of the audit of the financial
statements of the Covered Entities and funds advised by the Adviser or its
affiliates, specifically attestation services provided in connection with a SAS
70 Report. |
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(4) |
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Tax Fees represent tax advice and compliance services provided in
connection with the review of the Registrants tax. |
(e)(1) The audit committees pre-approval policies and procedures are as follows:
JOINT AUDIT COMMITTEE
AUDIT AND NON-AUDIT SERVICES
PRE-APPROVAL POLICY AND PROCEDURES
OF THE
VAN KAMPEN FUNDS
AS ADOPTED JULY 23, 2003 AND AMENDED MAY 26, 20041
1. STATEMENT OF PRINCIPLES
The Audit Committee of the Board is required to review and, in its sole discretion,
pre-approve all Covered Services to be provided by the Independent Auditors to the Fund and Covered
Entities in order to assure that services performed by the Independent Auditors do not impair the
auditors independence from the Fund.2
The SEC has issued rules specifying the types of services that an independent auditor may not
provide to its audit client, as well as the audit committees administration of the engagement of
the independent auditor. The SECs rules establish two different approaches to pre-approving
services, which the SEC considers to be equally valid. Proposed services either: may be
pre-approved without consideration of specific case-by-case services by the Audit Committee
(general pre-approval); or require the specific pre-approval of the Audit Committee
(specific pre-approval). The Audit Committee believes that the combination of these two
approaches in this Policy will result in an effective and efficient procedure to pre-approve
services performed by the Independent Auditors. As set forth in this Policy, unless a type of
service has received general pre-approval, it will require specific pre-approval by the Audit
Committee (or by any member of the Audit Committee to which pre-approval authority has been
delegated) if it is to be provided by the Independent Auditors. Any proposed services exceeding
pre-approved cost levels or budgeted amounts will also require specific pre-approval by the Audit
Committee.
For both types of pre-approval, the Audit Committee will consider whether such services are
consistent with the SECs rules on auditor independence. The Audit Committee will also consider
whether the Independent Auditors are best positioned to provide the most effective and efficient
services, for reasons such as its familiarity with the Funds business, people, culture, accounting
systems, risk profile and other factors, and whether the service might enhance the Funds ability
to manage or control risk or improve audit quality. All such factors will be considered as a whole,
and no one factor should necessarily be determinative.
The Audit Committee is also mindful of the relationship between fees for audit and non-audit
services in deciding whether to pre-approve any such services and may determine for each fiscal
year, the appropriate ratio between the total amount of fees for Audit, Audit-related and Tax
services for the Fund (including any Audit-related or Tax service fees for Covered Entities that
were subject to pre-approval), and the total amount of fees for certain permissible non-audit
services classified as All Other services for the Fund (including any such services for Covered
Entities subject to pre-approval).
The appendices to this Policy describe the Audit, Audit-related, Tax and All Other services
that have the general pre-approval of the Audit Committee. The term of any general pre-approval is
12 months from the date of pre-approval, unless the Audit Committee considers and provides a
different period and states otherwise. The Audit Committee will annually review and pre-approve the
services that may be provided by the Independent Auditors without obtaining specific pre-approval
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1 |
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This Joint Audit Committee Audit and Non-Audit Services
Pre-Approval Policy and Procedures (the Policy), amended as of the
date above, supercedes and replaces all prior versions that may have been
amended from time to time. |
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2 |
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Terms used in this Policy and not otherwise defined
herein shall have the meanings as defined in the Joint Audit Committee
Charter. |
from the Audit Committee. The Audit Committee will add to or subtract from the list of general
pre-approved services from time to time, based on subsequent determinations.
The purpose of this Policy is to set forth the policy and procedures by which the Audit
Committee intends to fulfill its responsibilities. It does not delegate the Audit Committees
responsibilities to pre-approve services performed by the Independent Auditors to management.
The Funds Independent Auditors have reviewed this Policy and believes that implementation of
the Policy will not adversely affect the Independent Auditors independence.
2. Delegation
As provided in the Act and the SECs rules, the Audit Committee may delegate either type of
pre-approval authority to one or more of its members. The member to whom such authority is
delegated must report, for informational purposes only, any pre-approval decisions to the Audit
Committee at its next scheduled meeting.
3. Audit Services
The annual Audit services engagement terms and fees are subject to the specific pre-approval
of the Audit Committee. Audit services include the annual financial statement audit and other
procedures required to be performed by the Independent Auditors to be able to form an opinion on
the Funds financial statements. These other procedures include information systems and procedural
reviews and testing performed in order to understand and place reliance on the systems of internal
control, and consultations relating to the audit. The Audit Committee will monitor the Audit
services engagement as necessary, but no less than on a quarterly basis, and will also approve, if
necessary, any changes in terms, conditions and fees resulting from changes in audit scope, Fund
structure or other items.
In addition to the annual Audit services engagement approved by the Audit Committee, the Audit
Committee may grant general pre-approval to other Audit services, which are those services that
only the Independent Auditors reasonably can provide. Other Audit services may include statutory
audits and services associated with SEC registration statements (on Forms N-1A, N-2, N-3, N-4,
etc.), periodic reports and other documents filed with the SEC or other documents issued in
connection with securities offerings.
The Audit Committee has pre-approved the Audit services in Appendix B.1. All other Audit
services not listed in Appendix B.1 must be specifically pre-approved by the Audit Committee (or by
any member of the Audit Committee to which pre-approval has been delegated).
4. Audit-related Services
Audit-related services are assurance and related services that are reasonably related to the
performance of the audit or review of the Funds financial statements or, to the extent they are
Covered Services, the Covered Entities financial statements, or that are traditionally performed
by the Independent Auditors. Because the Audit Committee believes that the provision of
Audit-related services does not impair the independence of the auditor and is consistent with the
SECs rules on auditor independence, the Audit Committee may grant general pre-approval to
Audit-related services. Audit-related services include, among others, accounting consultations
related to accounting, financial reporting or disclosure matters not classified as Audit
services; assistance with understanding and implementing new accounting and financial reporting
guidance from rulemaking authorities; agreed-upon or expanded audit procedures related to
accounting and/or billing records required to respond to or comply with financial, accounting or
regulatory reporting matters; and assistance with internal control reporting requirements under
Forms N-SAR and/or N-CSR.
The Audit Committee has pre-approved the Audit-related services in Appendix B.2. All other
Audit-related services not listed in Appendix B.2 must be specifically pre-approved by the Audit
Committee (or by any member of the Audit Committee to which pre-approval has been delegated).
5. Tax Services
The Audit Committee believes that the Independent Auditors can provide Tax services to the
Fund and, to the extent they are Covered Services, the Covered Entities, such as tax compliance,
tax planning and tax advice without impairing the auditors independence, and the SEC has stated
that the Independent Auditors may provide such services. Hence, the Audit Committee believes it may
grant general pre-approval to those Tax services that have historically been provided by the
Independent Auditors, that the Audit Committee has reviewed and believes would not impair the
independence of the Independent Auditors, and that are consistent with the SECs rules on auditor
independence. The Audit Committee will not permit the retention of the Independent Auditors in
connection with a transaction initially recommended by the Independent Auditors, the sole business
purpose of which may be tax avoidance and the tax treatment of which may not be supported in the
Internal Revenue Code and related regulations. The Audit Committee will consult with Director of
Tax or outside counsel to determine that the tax planning and reporting positions are consistent
with this policy.
Pursuant to the preceding paragraph, the Audit Committee has pre-approved the Tax Services in
Appendix B.3. All Tax services involving large and complex transactions not listed in Appendix B.3
must be specifically pre-approved by the Audit Committee (or by any member of the Audit Committee
to which pre-approval has been delegated), including tax services proposed to be provided by the
Independent Auditors to any executive officer or trustee/director/managing general partner of the
Fund, in his or her individual capacity, where such services are paid for by the Fund (generally
applicable only to internally managed investment companies).
6. All Other Services
The Audit Committee believes, based on the SECs rules prohibiting the Independent Auditors
from providing specific non-audit services, that other types of non-audit services are permitted.
Accordingly, the Audit Committee believes it may grant general pre-approval to those permissible
non-audit services classified as All Other services that it believes are routine and recurring
services, would not impair the independence of the auditor and are consistent with the SECs rules
on auditor independence.
The Audit Committee has pre-approved the All Other services in Appendix B.4. Permissible All
Other services not listed in Appendix B.4 must be specifically pre-approved by the Audit Committee
(or by any member of the Audit Committee to which pre-approval has been delegated).
A list of the SECs prohibited non-audit services is attached to this policy as Appendix B.5.
The SECs rules and relevant guidance should be consulted to determine the precise definitions of
these services and the applicability of exceptions to certain of the prohibitions.
7. Pre-Approval Fee Levels or Budgeted Amounts
Pre-approval fee levels or budgeted amounts for all services to be provided by the Independent
Auditors will be established annually by the Audit Committee. Any proposed services exceeding
these levels or amounts will require specific pre-approval by the Audit Committee. The Audit
Committee is mindful of the overall relationship of fees for audit and non-audit services in
determining whether to pre-approve any such services. For each fiscal year, the Audit Committee may
determine the appropriate ratio between the total amount of fees for Audit, Audit-related, and Tax
services for the Fund (including any Audit-related or Tax services fees for Covered Entities
subject to pre-approval), and the total amount of fees for certain permissible non-audit services
classified as All Other services for the Fund (including any such services for Covered Entities
subject to pre-approval).
8. Procedures
All requests or applications for services to be provided by the Independent Auditors that do
not require specific approval by the Audit Committee will be submitted to the Funds Chief
Financial Officer and must include a detailed description of the services to be rendered. The
Funds Chief Financial Officer will determine whether such services are included within the list of
services that have received the general pre-approval of the Audit Committee. The Audit Committee
will be informed on a timely basis of any such services rendered by the Independent Auditors.
Requests or applications to provide services that require specific approval by the Audit Committee
will be submitted to the Audit Committee by both the Independent Auditors and the Funds Chief
Financial Officer, and must include a joint statement as to whether, in their view, the request or
application is consistent with the SECs rules on auditor independence.
The Audit Committee has designated the Funds Chief Financial Officer to monitor the
performance of all services provided by the Independent Auditors and to determine whether such
services are in compliance with this Policy. The Funds Chief Financial Officer will report to the
Audit Committee on a periodic basis on the results of its monitoring. A sample report is included
as Appendix B.7. Both the Funds Chief Financial Officer and management will immediately report to
the chairman of the Audit Committee any breach of this Policy that comes to the attention of the
Funds Chief Financial Officer or any member of management.
9. Additional Requirements
The Audit Committee has determined to take additional measures on an annual basis to meet its
responsibility to oversee the work of the Independent Auditors and to assure the auditors
independence from the Fund, such as reviewing a formal written statement from the Independent
Auditors delineating all relationships between the Independent Auditors and the Fund, consistent
with Independence Standards Board No. 1, and discussing with the Independent Auditors its methods
and procedures for ensuring independence.
10. Covered Entities
Covered Entities include the Funds investment adviser(s) and any entity controlling,
controlled by or under common control with the Funds investment adviser(s) that provides ongoing
services to the Fund(s). Beginning with non-audit service contracts entered into on or after May 6,
2003, the Funds audit committee must pre-approve non-audit services provided not only to the Fund
but also to the Covered Entities if the engagements relate directly to the operations and financial
reporting of the Fund. This list of Covered Entities would include:
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Van Kampen Investments Inc. |
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Van Kampen Asset Management |
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Van Kampen Advisors Inc. |
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Van Kampen Funds Inc. |
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Van Kampen Investor Services Inc. |
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Morgan Stanley Investment Management Inc. |
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Morgan Stanley Trust Company |
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Morgan Stanley Investment Management Ltd. |
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Morgan Stanley Investment Management Company |
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Morgan Stanley Asset & Investment Trust Management Company Ltd. |
(e)(2) Beginning with non-audit service contracts entered into on or after May 6, 2003, the audit
committee also is required to pre-approve services to Covered Entities to the extent that the
services
are determined to have a direct impact on the operations or financial reporting of the
Registrant. 100% of such services were pre-approved by the audit committee pursuant to the Audit
Committees pre-approval policies and procedures (included herein).
(f) Not applicable.
(g) See table above.
(h) The audit committee of the Board of Trustees has considered whether the provision of
services other than audit services performed by the auditors to the Registrant and Covered Entities
is compatible with maintaining the auditors independence in performing audit services.
Item 5. Audit Committee of Listed Registrants.
(a) The Trust has a separately-designated standing audit committee established in accordance with
Section 3(a)(58)(A) of the Exchange Act whose members are: R. Craig Kennedy, Jerry D. Choate, Rod
Dammeyer.
(b) Not applicable.
Item 6. Schedule of Investments.
(a) Please refer to Item #1.
(b) Not applicable.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
The Trusts and its investment advisors Proxy Voting Policies and Procedures are as follows:
MORGAN STANLEY INVESTMENT MANAGEMENT
PROXY VOTING POLICY AND PROCEDURES
I. POLICY STATEMENT
Introduction Morgan Stanley Investment Managements (MSIM) policy and procedures for
voting proxies (Policy) with respect to securities held in the accounts of clients applies to
those MSIM entities that provide discretionary investment management services and for which an MSIM
entity has authority to vote proxies. This Policy is reviewed and updated as necessary to address
new and evolving proxy voting issues and standards.
The MSIM entities covered by this Policy currently include the following: Morgan Stanley Investment
Advisors Inc., Morgan Stanley AIP GP LP, Morgan Stanley Investment Management Inc., Morgan Stanley
Investment Management Limited, Morgan Stanley Investment Management Company, Morgan Stanley Asset &
Investment Trust Management Co., Limited, Morgan Stanley Investment Management Private Limited, Van
Kampen Asset Management, and Van Kampen Advisors Inc. (each an MSIM Affiliate and collectively
referred to as the MSIM Affiliates or as we below).
Each MSIM Affiliate will use its best efforts to vote proxies as part of its authority to manage,
acquire and dispose of account assets. With respect to the MSIM registered management investment
companies (Van Kampen, Institutional and Advisor Fundscollectively referred to herein as the
MSIM Funds), each MSIM Affiliate will vote proxies under this Policy pursuant to authority
granted under its applicable investment advisory agreement or, in the absence of such authority, as
authorized by the Board of Directors/Trustees of the MSIM Funds. An MSIM Affiliate will not vote
proxies if the named fiduciary for an ERISA account has reserved the authority for itself, or in
the case of an account not governed by ERISA, the investment management or investment advisory
agreement does not authorize the MSIM Affiliate to vote proxies. MSIM Affiliates will vote proxies
in a prudent and diligent manner and in the best interests of clients, including beneficiaries of
and participants in a clients benefit plan(s) for which the MSIM Affiliates manage assets,
consistent with
the objective of maximizing long-term investment returns (Client Proxy Standard). In certain
situations, a client or its fiduciary may provide an MSIM Affiliate with a proxy voting policy. In
these situations, the MSIM Affiliate will comply with the clients policy.
Proxy Research Services RiskMetrics Group ISS Governance Services (ISS) and Glass Lewis
(together with other proxy research providers as we may retain from time to time, the Research
Providers) are independent advisers that specialize in providing a variety of fiduciary-level
proxy-related services to institutional investment managers, plan sponsors, custodians,
consultants, and other institutional investors. The services provided include in-depth research,
global issuer analysis, and voting recommendations. While we may review and utilize the
recommendations of the Research Providers in making proxy voting decisions, we are in no way
obligated to follow such recommendations. In addition to research, ISS provides vote execution,
reporting, and recordkeeping.
Voting Proxies for Certain Non-U.S. Companies Voting proxies of companies located in some
jurisdictions, particularly emerging markets, may involve several problems that can restrict or
prevent the ability to vote such proxies or entail significant costs. These problems include, but
are not limited to: (i) proxy statements and ballots being written in a language other than
English; (ii) untimely and/or inadequate notice of shareholder meetings; (iii) restrictions on the
ability of holders outside the issuers jurisdiction of organization to exercise votes; (iv)
requirements to vote proxies in person; (v) the imposition of restrictions on the sale of the
securities for a period of time in proximity to the shareholder meeting; and (vi) requirements to
provide local agents with power of attorney to facilitate our voting instructions. As a result, we
vote clients non-U.S. proxies on a best efforts basis only, after weighing the costs and benefits
of voting such proxies, consistent with the Client Proxy Standard. ISS has been retained to
provide assistance in connection with voting non-U.S. proxies.
II. GENERAL PROXY VOTING GUIDELINES
To promote consistency in voting proxies on behalf of its clients, we follow this Policy (subject
to any exception set forth herein), including the guidelines set forth below. These guidelines
address a broad range of issues, and provide general voting parameters on proposals that arise most
frequently. However, details of specific proposals vary, and those details affect particular
voting decisions, as do factors specific to a given company. Pursuant to the procedures set forth
herein, we may vote in a manner that is not in accordance with the following general guidelines,
provided the vote is approved by the Proxy Review Committee (see Section III for description) and
is consistent with the Client Proxy Standard. Morgan Stanley AIP GP LP will follow the procedures
as described in Appendix A.
We endeavor to integrate governance and proxy voting policy with investment goals and to follow the
Client Proxy Standard for each client. At times, this may result in split votes, for example when
different clients have varying economic interests in the outcome of a particular voting matter
(such as a case in which varied ownership interests in two companies involved in a merger result in
different stakes in the outcome). We also may split votes at times based on differing views of
portfolio managers, but such a split vote must be approved by the Proxy Review Committee.
We may abstain on matters for which disclosure is inadequate.
A. Routine Matters. We generally support routine management proposals. The following are examples
of routine management proposals:
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Approval of financial statements and auditor reports. |
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General updating/corrective amendments to the charter, articles of association or
bylaws. |
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Most proposals related to the conduct of the annual meeting, with the following
exceptions. We generally oppose proposals that relate to the transaction of such other
business which may come before the meeting, and open-ended requests for adjournment.
However, where management specifically states the reason for requesting an adjournment and
the requested |
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adjournment would facilitate passage of a proposal that would otherwise be
supported under this Policy (i.e. an uncontested corporate transaction), the adjournment
request will be supported. |
We generally support shareholder proposals advocating confidential voting procedures and
independent tabulation of voting results.
B. Board of Directors
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1. |
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Election of directors: In the absence of a proxy contest, we generally support
the boards nominees for director except as follows: |
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a. |
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We consider withholding support from or voting against interested
directors if the companys board does not meet market standards for director
independence, or if otherwise we believe board independence is insufficient. We
refer to prevalent market standards as promulgated by a stock exchange or other
authority within a given market (e.g., New York Stock Exchange or Nasdaq rules for
most U.S. companies, and The Combined Code on Corporate Governance in the United
Kingdom). Thus, for an NYSE company with no controlling shareholder, we would
expect that at a minimum a majority of directors should be independent as defined
by NYSE. Where we view market standards as inadequate, we may withhold votes based
on stronger independence standards. Market standards notwithstanding, we generally
do not view long board tenure alone as a basis to classify a director as
non-independent, although lack of board turnover and fresh perspective can be a
negative factor in voting on directors. |
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i. |
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At a company with a shareholder or group that
controls the company by virtue of a majority economic interest in the
company, we have a reduced expectation for board independence, although
we believe the presence of independent directors can be helpful,
particularly in staffing the audit committee, and at times we may
withhold support from or vote against a nominee on the view the board or
its committees are not sufficiently independent. |
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ii. |
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We consider withholding support from or voting
against a nominee if he or she is affiliated with a major shareholder
that has representation on a board disproportionate to its economic
interest. |
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b. |
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Depending on market standards, we consider withholding support from or
voting against a nominee who is interested and who is standing for election as a
member of the companys compensation, nominating or audit committee. |
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c. |
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We consider withholding support from or voting against a nominee if we
believe a direct conflict exists between the interests of the nominee and the
public shareholders, including failure to meet fiduciary standards of care and/or
loyalty. We may oppose directors where we conclude that actions of directors are
unlawful, unethical or negligent. We consider opposing individual board members or
an entire slate if we believe the board is entrenched and/or dealing inadequately
with performance problems, and/or acting with insufficient independence between the
board and management. |
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d. |
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We consider withholding support from or voting against a nominee
standing for election if the board has not taken action to implement generally
accepted governance practices for which there is a bright line test. For
example, in the context of the U.S. market, failure to eliminate a dead hand or
slow hand poison pills would be seen as a basis for opposing one or more incumbent
nominees. |
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e. |
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In markets that encourage designated audit committee financial experts,
we consider voting against members of an audit committee if no members are
designated as such. |
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f. |
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We consider withholding support from or voting against a nominee who
has failed to attend at least 75% of board meetings within a given year without a
reasonable excuse. |
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g. |
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We consider withholding support from or voting against a nominee who
serves on the board of directors of more than six companies (excluding investment
companies). We also consider voting against a director who otherwise appears to
have too many commitments to serve adequately on the board of the company. |
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2. |
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Board independence: We generally support U.S. shareholder proposals requiring
that a certain percentage (up to
662/3%) of the companys board members be independent
directors, and promoting all-independent audit, compensation and nominating/governance
committees. |
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3. |
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Board diversity: We consider on a case-by-case basis shareholder proposals
urging diversity of board membership with respect to social, religious or ethnic group. |
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4. |
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Majority voting: We generally support proposals requesting or requiring
majority voting policies in election of directors, so long as there is a carve-out for
plurality voting in the case of contested elections. |
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5. |
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Proxy access: We consider on a case-by-case basis shareholder proposals to
provide procedures for inclusion of shareholder nominees in company proxy statements. |
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6. |
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Proposals to elect all directors annually: We generally support proposals to
elect all directors annually at public companies (to declassify the Board of Directors)
where such action is supported by the board, and otherwise consider the issue on a
case-by-case basis based in part on overall takeover defenses at a company. |
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7. |
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Cumulative voting: We generally support proposals to eliminate cumulative
voting in the U.S. market context. (Cumulative voting provides that shareholders may
concentrate their votes for one or a handful of candidates, a system that can enable a
minority bloc to place representation on a board). U.S. proposals to establish cumulative
voting in the election of directors generally will not be supported. |
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8. |
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Separation of Chairman and CEO positions: We vote on shareholder proposals to
separate the Chairman and CEO positions and/or to appoint a non-executive Chairman based in
part on prevailing practice in particular markets, since the context for such a practice
varies. In many non-U.S. markets, we view separation of the roles as a market standard
practice, and support division of the roles in that context. |
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9. |
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Director retirement age and term limits: Proposals recommending set director
retirement ages or director term limits are voted on a case-by-case basis. |
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10. |
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Proposals to limit directors liability and/or broaden indemnification of
directors. Generally, we will support such proposals provided that the officers and
directors are eligible for indemnification and liability protection if they have acted in
good faith on company business and were found innocent of any civil or criminal charges for
duties performed on behalf of the company. |
C. Corporate transactions and proxy fights. We examine proposals relating to mergers, acquisitions
and other special corporate transactions (i.e., takeovers, spin-offs, sales of assets,
reorganizations, restructurings and recapitalizations) on a case-by-case basis. However, proposals
for mergers or other significant transactions that are friendly and approved by the Research
Providers generally will be supported and in those instances will not need to be reviewed by the
Proxy Review
Committee, where there is no portfolio manager objection and where there is no
material conflict of interest. We also analyze proxy contests on a case-by-case basis.
D. Changes in capital structure.
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We generally support the following: |
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Management and shareholder proposals aimed at eliminating unequal voting rights,
assuming fair economic treatment of classes of shares we hold. |
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Management proposals to increase the authorization of existing classes of common
stock (or securities convertible into common stock) if: (i) a clear business
purpose is stated that we can support and the number of shares requested is
reasonable in relation to the purpose for which authorization is requested; and/or
(ii) the authorization does not exceed 100% of shares currently authorized and at
least 30% of the total new authorization will be outstanding. |
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Management proposals to create a new class of preferred stock or for issuances
of preferred stock up to 50% of issued capital, unless we have concerns about use
of the authority for anti-takeover purposes. |
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Management proposals to authorize share repurchase plans, except in some cases
in which we believe there are insufficient protections against use of an
authorization for anti-takeover purposes. |
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Management proposals to reduce the number of authorized shares of common or
preferred stock, or to eliminate classes of preferred stock. |
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Management proposals to effect stock splits. |
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Management proposals to effect reverse stock splits if management
proportionately reduces the authorized share amount set forth in the corporate
charter. Reverse stock splits that do not adjust proportionately to the authorized
share amount generally will be approved if the resulting increase in
authorized shares coincides with the proxy guidelines set forth above for common stock
increases. |
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Management proposals for higher dividend payouts. |
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2. |
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We generally oppose the following (notwithstanding management support): |
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Proposals to add classes of stock that would substantially dilute the voting
interests of existing shareholders. |
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Proposals to increase the authorized or issued number of shares of existing
classes of stock that are unreasonably dilutive, particularly if there are no
preemptive rights for existing shareholders. |
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Proposals that authorize share issuance at a discount to market rates, except
where authority for such issuance is de minimis, or if there is a special situation
that we believe justifies such authorization (as may be the case, for example, at a
company under severe stress and risk of bankruptcy). |
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Proposals relating to changes in capitalization by 100% or more. |
We consider on a case-by-case basis shareholder proposals to increase dividend payout ratios, in
light of market practice and perceived market weaknesses, as well as individual company payout
history and current circumstances. For example, currently we perceive low payouts to shareholders
as a
concern at some Japanese companies, but may deem a low payout ratio as appropriate for a
growth company making good use of its cash, notwithstanding the broader market concern.
E. Takeover Defenses and Shareholder Rights
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1. |
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Shareholder rights plans: We generally support proposals to require
shareholder approval or ratification of shareholder rights plans (poison pills). In voting
on rights plans or similar takeover defenses, we consider on a case-by-case basis whether
the company has demonstrated a need for the defense in the context of promoting long-term
share value; whether provisions of the defense are in line with generally accepted
governance principles; and the specific context if the proposal is made in the midst of a
takeover bid or contest for control. |
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2. |
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Supermajority voting requirements: We generally oppose requirements for
supermajority votes to amend the charter or bylaws, unless the provisions protect minority
shareholders where there is a large shareholder. In line with this view, in the absence of
a large shareholder we support reasonable shareholder proposals to limit such supermajority
voting requirements. |
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3. |
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Shareholder rights to call meetings: We consider proposals to enhance
shareholder rights to call meetings on a case-by-case basis. |
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4. |
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Reincorporation: We consider management and shareholder proposals to
reincorporate to a different jurisdiction on a case-by-case basis. We oppose such
proposals if we believe the main purpose is to take advantage of laws or judicial
precedents that reduce shareholder rights. |
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5. |
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Anti-greenmail provisions: Proposals relating to the adoption of anti-greenmail
provisions will be supported, provided that the proposal: (i) defines greenmail; (ii)
prohibits buyback offers to large block holders (holders of at least
1% of the outstanding shares and in certain cases, a greater amount, as determined by the Proxy Review Committee)
not made to all shareholders or not approved by disinterested shareholders; and (iii)
contains no anti-takeover measures or other provisions restricting the rights of
shareholders. |
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6. |
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Bundled proposals: We may consider opposing or abstaining on proposals if
disparate issues are bundled and presented for a single vote. |
F. Auditors. We generally support management proposals for selection or ratification of
independent auditors. However, we may consider opposing such proposals with reference to incumbent
audit firms if the company has suffered from serious accounting irregularities and we believe
rotation of the audit firm is appropriate, or if fees paid to the auditor for non-audit-related
services are excessive. Generally, to determine if non-audit fees are excessive, a 50% test will
be applied (i.e., non-audit-related fees should be less than 50% of the total fees paid to the
auditor). We generally vote against proposals to indemnify auditors.
G. Executive and Director Remuneration.
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1. |
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We generally support the following proposals: |
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Proposals for employee equity compensation plans and other employee ownership
plans, provided that our research does not indicate that approval of the plan would
be against shareholder interest. Such approval may be against shareholder interest
if it authorizes excessive dilution and shareholder cost, particularly in the
context of high usage (run rate) of equity compensation in the recent past; or if
there are objectionable plan design and provisions. |
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Proposals relating to fees to outside directors, provided the amounts are not
excessive relative to other companies in the country or industry, and provided that
the structure is appropriate within the market context. While stock-based
compensation to outside directors is positive if moderate and appropriately
structured, we are wary of significant stock option awards or other
performance-based awards for outside directors, as well as provisions that could
result in significant forfeiture of value on a directors decision to resign from a board (such forfeiture can undercut director
independence). |
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Proposals for employee stock purchase plans that permit discounts up to 15%, but
only for grants that are part of a broad-based employee plan, including all
non-executive employees. |
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Proposals for the establishment of employee retirement and severance plans,
provided that our research does not indicate that approval of the plan would be
against shareholder interest. |
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2. |
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Shareholder proposals requiring shareholder approval of all severance
agreements will not be supported, but proposals that require shareholder approval for
agreements in excess of three times the annual compensation (salary and bonus)
generally will be supported. We generally oppose shareholder proposals that would
establish arbitrary caps on pay. We consider on a case-by-case basis shareholder
proposals that seek to limit Supplemental Executive Retirement Plans (SERPs), but
support such proposals where we consider SERPs to be excessive. |
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3. |
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Shareholder proposals advocating stronger and/or particular pay-for-performance
models will be evaluated on a case-by-case basis, with consideration of the merits of
the individual proposal within the context of the particular company and its labor
markets, and the companys current and past practices. While we generally support
emphasis on long-term components of senior executive pay and strong linkage of pay to
performance, we consider whether a proposal may be overly prescriptive, and the impact
of the proposal, if implemented as written, on recruitment and retention. |
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4. |
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We consider shareholder proposals for U.K.-style advisory votes on pay on a
case-by-case basis. |
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5. |
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We generally support proposals advocating reasonable senior executive and
director stock ownership guidelines and holding requirements for shares gained in
option exercises. |
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6. |
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Management proposals effectively to re-price stock options are considered on a
case-by-case basis. Considerations include the companys reasons and justifications
for a re-pricing, the companys competitive position, whether senior executives and
outside directors are excluded, potential cost to shareholders, whether the re-pricing
or share exchange is on a value-for-value basis, and whether vesting requirements are
extended. |
H. Social, Political and Environmental Issues. We consider proposals relating to social, political
and environmental issues on a case-by-case basis to determine whether they will have a financial
impact on shareholder value. However, we generally vote against proposals requesting reports that
are duplicative, related to matters not material to the business, or that would impose unnecessary
or excessive costs. We may abstain from voting on proposals that do not have a readily
determinable
financial impact on shareholder value. We generally oppose proposals requiring adherence to
workplace standards that are not required or customary in market(s) to which the proposals relate.
I. Fund of Funds. Certain Funds advised by an MSIM Affiliate invest only in other MSIM Funds. If
an underlying fund has a shareholder meeting, in order to avoid any potential conflict of
interest, such proposals will be voted in the same proportion as the votes of the other
shareholders of the underlying fund, unless otherwise determined by the Proxy Review Committee.
III. ADMINISTRATION OF POLICY
The MSIM Proxy Review Committee (the Committee) has overall responsibility for creating and
implementing the Policy, working with an MSIM staff group (the Corporate Governance Team). The
Committee, which is appointed by MSIMs Chief Investment Officer of Global Equities (CIO),
consists of senior investment professionals who represent the different investment disciplines and
geographic locations of the firm. Because proxy voting is an investment responsibility and impacts
shareholder value, and because of their knowledge of companies and markets, portfolio managers and
other members of investment staff play a key role in proxy voting, although the Committee has final
authority over proxy votes.
The Committee Chairperson is the head of the Corporate Governance Team, and is responsible for
identifying issues that require Committee deliberation or ratification. The Corporate Governance
Team, working with advice of investment teams and the Committee, is responsible for voting on
routine items and on matters that can be addressed in line with these Policy guidelines. The
Corporate Governance Team has responsibility for voting case-by-case where guidelines and precedent
provide adequate guidance, and to refer other case-by-case decisions to the Proxy Review Committee.
The Committee will periodically review and have the authority to amend, as necessary, the Policy
and establish and direct voting positions consistent with the Client Proxy Standard.
A. Committee Procedures
The Committee will meet at least monthly to (among other matters) address any outstanding issues
relating to the Policy or its implementation. The Corporate Governance Team will timely communicate
to ISS MSIMs Policy (and any amendments and/or any additional guidelines or procedures the
Committee may adopt).
The Committee will meet on an ad hoc basis to (among other matters): (1) authorize split voting
(i.e., allowing certain shares of the same issuer that are the subject of the same proxy
solicitation and held by one or more MSIM portfolios to be voted differently than other shares)
and/or override voting (i.e., voting all MSIM portfolio shares in a manner contrary to the
Policy); (2) review and approve upcoming votes, as appropriate, for matters for which specific
direction has been provided in this Policy; and (3) determine how to vote matters for which
specific direction has not been provided in this Policy.
Members of the Committee may take into account Research Providers recommendations and research as
well as any other relevant information they may request or receive, including portfolio manager
and/or analyst research, as applicable. Generally, proxies related to securities held in accounts
that are managed pursuant to quantitative, index or index-like strategies (Index Strategies) will
be voted in the same manner as those held in actively managed accounts, unless economic interests
of the accounts differ. Because accounts managed using Index Strategies are passively managed
accounts, research from portfolio managers and/or analysts related to securities held in these
accounts may not be available. If the affected securities are held only in accounts that are
managed pursuant to Index Strategies, and the proxy relates to a matter that is not described in
this Policy, the Committee will consider all available information from the Research Providers, and
to the extent that the holdings are significant, from the portfolio managers and/or analysts.
B. Material Conflicts of Interest
In addition to the procedures discussed above, if the Committee determines that an issue raises a
material conflict of interest, the Committee will request a special committee to review, and
recommend a course of action with respect to, the conflict(s) in question (Special Committee).
The Special Committee shall be comprised of the Chairperson of the Proxy Review Committee, the
Chief Compliance Officer or his/her designee, a senior portfolio manager (if practicable, one who
is a
member of the Proxy Review Committee) designated by the Proxy Review Committee, and MSIMs relevant
Chief Investment Officer or his/her designee, and any other persons deemed necessary by the
Chairperson. The Special Committee may request the assistance of MSIMs General Counsel or his/her
designee who will have sole discretion to cast a vote. In addition to the research provided by
Research Providers, the Special Committee may request analysis from MSIM Affiliate investment
professionals and outside sources to the extent it deems appropriate.
C. Identification of Material Conflicts of Interest
A potential material conflict of interest could exist in the following situations, among others:
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1. |
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The issuer soliciting the vote is a client of MSIM or an affiliate of MSIM and the vote
is on a material matter affecting the issuer. |
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2. |
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The proxy relates to Morgan Stanley common stock or any other security issued by Morgan
Stanley or its affiliates except if echo voting is used, as with MSIM Funds, as described
herein. |
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3. |
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Morgan Stanley has a material pecuniary interest in the matter submitted for a vote
(e.g., acting as a financial advisor to a party to a merger or acquisition for which Morgan
Stanley will be paid a success fee if completed). |
If the Chairperson of the Committee determines that an issue raises a potential material conflict
of interest, depending on the facts and circumstances, the Chairperson will address the issue as
follows:
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1. |
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If the matter relates to a topic that is discussed in this Policy, the proposal will be
voted as per the Policy. |
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2. |
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If the matter is not discussed in this Policy or the Policy indicates that the issue is
to be decided case-by-case, the proposal will be voted in a manner consistent with the
Research Providers, provided that all the Research Providers have the same recommendation,
no portfolio manager objects to that vote, and the vote is consistent with MSIMs Client
Proxy Standard. |
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3. |
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If the Research Providers recommendations differ, the Chairperson will refer the
matter to the Committee to vote on the proposal. If the Committee determines that an issue
raises a material conflict of interest, the Committee will request a Special Committee to
review and recommend a course of action, as described above. Notwithstanding the above,
the Chairperson of the Committee may request a Special Committee to review a matter at any
time as he/she deems necessary to resolve a conflict. |
D. Proxy Voting Reporting
The Committee and the Special Committee, or their designee(s), will document in writing all of
their decisions and actions, which documentation will be maintained by the Committee and the
Special Committee, or their designee(s), for a period of at least 6 years. To the extent these
decisions relate to a security held by an MSIM Fund, the Committee and Special Committee, or their
designee(s), will report their decisions to each applicable Board of Trustees/Directors of those
Funds at each Boards next regularly scheduled Board meeting. The report will contain information
concerning decisions made by the Committee and Special Committee during the most recently ended
calendar quarter immediately preceding the Board meeting.
The Corporate Governance Team will timely communicate to applicable portfolio managers and to ISS,
decisions of the Committee and Special Committee so that, among other things, ISS will vote proxies
consistent with their decisions.
MSIM will promptly provide a copy of this Policy to any client requesting it. MSIM will also, upon
client request, promptly provide a report indicating how each proxy was voted with respect to
securities held in that clients account.
MSIMs Legal Department is responsible for filing an annual Form N-PX on behalf of each MSIM Fund
for which such filing is required, indicating how all proxies were voted with respect to such
Funds holdings.
APPENDIX A
The following procedures apply to accounts managed by Morgan Stanley AIP GP LP (AIP).
Generally, AIP will follow the guidelines set forth in Section II of MSIMs Proxy Voting Policy and
Procedures. To the extent that such guidelines do not provide specific direction, or AIP
determines that consistent with the Client Proxy Standard, the guidelines should not be followed,
the Proxy Review Committee has delegated the voting authority to vote securities held by accounts
managed by AIP to the Liquid Markets investment team and the Private Markets investment team of
AIP. A summary of decisions made by the investment teams will be made available to the Proxy
Review Committee for its information at the next scheduled meeting of the Proxy Review Committee.
In certain cases, AIP may determine to abstain from determining (or recommending) how a proxy
should be voted (and therefore abstain from voting such proxy or recommending how such proxy should
be voted), such as where the expected cost of giving due consideration to the proxy does not
justify the potential benefits to the affected account(s) that might result from adopting or
rejecting (as the case may be) the measure in question.
Waiver of Voting Rights
For regulatory reasons, AIP may either 1) invest in a class of securities of an underlying fund
(the Fund) that does not provide for voting rights; or 2) waive 100% of its voting rights with
respect to the following:
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Any rights with respect to the removal or replacement of a director, general partner,
managing member or other person acting in a similar capacity for or on behalf of the Fund
(each individually a Designated Person, and collectively, the Designated Persons),
which may include, but are not limited to, voting on the election or removal of a
Designated Person in the event of such Designated Persons death, disability, insolvency,
bankruptcy, incapacity, or other event requiring a vote of interest holders of the Fund to
remove or replace a Designated Person; and |
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Any rights in connection with a determination to renew, dissolve, liquidate, or
otherwise terminate or continue the Fund, which may include, but are not limited to, voting
on the renewal, dissolution, liquidation, termination or continuance of the Fund upon the
occurrence of an event described in the Funds organizational documents; provided,
however, that, if the Funds organizational documents require the consent of the
Funds general partner or manager, as the case may be, for any such termination or
continuation of the Fund to be effective, then AIP may exercise its voting rights with
respect to such matter. |
APPENDIX B
The following procedures apply to the portion of the Van Kampen Dynamic Credit Opportunities Fund
(VK Fund) sub advised by Avenue Europe International Management, L.P. (Avenue). (The portion
of the VK Fund managed solely by Van Kampen Asset Management will continue to be subject to MSIMs
Policy.)
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Generally: With respect to Avenues portion of the VK Fund, the Board of
Trustees of the VK Fund will retain sole authority and responsibility for proxy voting.
The Advisers involvement in the voting process of Avenues portion of the VK Fund is a
purely administrative function, and serves to execute and deliver the proxy voting
decisions made by the VK Fund Board in connection with the Avenue portion of the VK Fund,
which may, from time to time, include related administrative tasks such as receiving
proxies, following up on missing proxies, and collecting data related to proxies. As such,
the Adviser shall not be deemed to have voting power or shared voting power with Avenue
with respect to Avenues portion of the Fund. |
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Voting Guidelines: All proxies, with respect to Avenues portion of the VK
Fund, will be considered by the VK Fund Board or such subcommittee as the VK Fund Board may
designate from time to time for determination and voting approval. The VK Board or its
subcommittee will timely communicate to MSIMs Corporate Governance Group its proxy voting
decisions, so that among other things the votes will be effected consistent with the VK
Boards authority. |
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Administration: The VK Board or its subcommittee will meet on an adhoc
basis as may be required from time to time to review proxies that require its review
and determination. The VK Board or its subcommittee will document in writing all of
its decisions and actions which will be maintained by the VK Fund, or its
designee(s), for a period of at least 6 years. If a subcommittee is designated, a
summary of decisions made by such subcommittee will be made available to the full VK
Board for its information at its next scheduled respective meetings. |
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
PORTFOLIO MANAGEMENT. As of the date of this report, the Trust is managed by members of the
Advisers Senior Loan Group, which currently includes Gerard Fogarty, a Vice President of the
Adviser, Jeffrey Scott, a Vice President of the Adviser and Philip Yarrow, an Executive Director of
the Adviser. All team members are primarily responsible for the day-to-day management of the Trust.
Mr. Fogarty joined the Adviser in 2007 and began managing the Trust in July 2008. From 2003 to 2007
and prior to joining the Adviser, Mr. Fogarty was employed by JP Morgan and held a number of
positions including Director in the financial institutions group, and most recently as a Credit
Executive in the commercial real estate group. Mr. Scott joined the Adviser in 2005 and began
managing the Trust in July 2008. Prior to joining the Adviser, Mr. Scott was employed by State Farm
Insurance Companies where he served as an Assistant Vice President in the Mutual Trust Group
responsible for product development and strategy as well as a Regional Vice President for Sales for
the Financial Services Division. Mr. Yarrow joined the Adviser in 2005 and began managing the Trust
in July 2008. Prior to joining the Adviser in 2005, Mr. Yarrow was a credit analyst and a portfolio
manager at Bank One/JPMorgan.
The composition of the team may change from time to time.
OTHER ACCOUNTS MANAGED BY THE PORTFOLIO MANAGERS
As of July 31, 2009, Phillip Yarrow managed four registered investment companies with a total of
approximately $2.9 billion in assets; no pooled investment vehicles other than registered
investment companies; and no other accounts.
As of July 31, 2009, Gerard Fogarty managed three registered investment companies with a total of
approximately $2.9 billion in assets; no pooled investment vehicles other than registered
investment companies; and no other accounts.
As of July 31, 2009, Jeffrey Scott managed three registered investment companies with a total of
approximately $2.9 billion in assets; no pooled investment vehicles other than registered
investment companies; and no other accounts.
Because the portfolio managers manages assets for other investment companies, pooled investment
vehicles, and/or other accounts (including institutional clients, pension plans and certain high
net worth individuals), there may be an incentive to favor one client over another resulting in
conflicts of interest. For instance, the Adviser may receive fees from certain accounts that are
higher than the fee it receives from the Fund, or it may receive a performance-based fee on certain
accounts. In those instances, the portfolio manager may have an incentive to favor the higher
and/or performance-based fee accounts over the Fund. In addition, a conflict of interest could
exist to the extent the Adviser has proprietary investments in certain accounts, where portfolio
managers have personal investments in certain accounts or when certain accounts are investment
options in the Advisers employee benefits and/or deferred compensation plans. The portfolio
manager may have an incentive to favor these accounts over others. If the Adviser manages accounts
that engage in short sales of securities of the type in which the Fund invests, the Adviser could
be seen as harming the performance of the Fund for the benefit of the accounts engaged in short
sales if the short sales cause the market value of the securities to fall. The Adviser has adopted
trade allocation and other policies and procedures that it believes are reasonably designed to
address these and other conflicts of interest.
PORTFOLIO MANAGERS COMPENSATION STRUCTURE
Portfolio managers receive a combination of base compensation and discretionary compensation,
comprised of a cash bonus and several deferred compensation programs described below. The
methodology used to determine portfolio manager compensation is applied across all accounts managed
by the portfolio manager.
BASE SALARY COMPENSATION. Generally, portfolio managers receive base salary compensation based on
the level of their position with the Adviser.
DISCRETIONARY COMPENSATION. In addition to base compensation, portfolio managers may receive
discretionary compensation.
Discretionary compensation can include:
- Cash Bonus;
- Morgan Stanleys Long-Term Incentive Compensation Program awards a mandatory program that
defers a portion of discretionary year-end compensation into restricted stock units or other awards
based on Morgan Stanley common stock that are subject to vesting and other conditions;
- Investment Management Alignment Plan (IMAP) awards a mandatory program that defers a portion
of discretionary year-end compensation and notionally invests it in designated funds advised by the
Adviser or its affiliates. The award is subject to vesting and other conditions. Portfolio managers
must notionally invest a minimum of 25% to a maximum of 100% of the IMAP deferral into a
combination of the designated open-end funds they manage that are included in the IMAP Fund menu;
- Voluntary Deferred Compensation Plans voluntary programs that permit certain employees to
elect to defer a portion of their discretionary year-end compensation and directly or notionally
invest the deferred amount: (1) across a range of designated investment funds, including funds
advised by the Adviser or its affiliates; and/or (2) in Morgan Stanley stock units.
Several factors determine discretionary compensation, which can vary by portfolio management team
and circumstances. In order of relative importance, these factors include:
- Investment performance. A portfolio managers compensation is linked to the pre-tax investment
performance of the funds/accounts managed by the portfolio manager. Investment performance is
calculated for one-, three- and five-year periods measured against an appropriate securities market
index (or indices) for the funds/accounts managed by the portfolio manager. Other funds/accounts
managed by the same portfolio manager may be measured against this same index and same rankings or
ratings, if appropriate, or against other indices and other rankings or ratings that are deemed
more appropriate given the size and/or style of such funds/accounts as set forth in such
funds/accounts disclosure materials and guidelines. The assets managed by the portfolio manager
in funds, pooled investment vehicles and other accounts are described in Other Accounts Managed by
the Portfolio Manager above. Generally, the greatest weight is placed on the three- and five-year
periods.
- Revenues generated by the investment companies, pooled investment vehicles and other accounts
managed by the portfolio manager.
- Contribution to the business objectives of the Adviser.
- The dollar amount of assets managed by the portfolio manager.
- Market compensation survey research by independent third parties.
- Other qualitative factors, such as contributions to client objectives.
- Performance of Morgan Stanley and Morgan Stanley Investment Management Inc., and the overall
performance of the investment team(s) of which the portfolio manager is a member.
SECURITIES OWNERSHIP OF PORTFOLIO MANAGERS
As of July 31, 2009, the portfolio managers did not own any shares of the Fund.
Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated
Purchasers.
Not Applicable.
Item 10. Submission of Matters to a Vote of Security Holders.
Not Applicable.
Item 11. Controls and Procedures
(a) The Trusts principal executive officer and principal financial officer have concluded that the
Trusts disclosure controls and procedures are sufficient to ensure that information required to be
disclosed by the Trust in this Form N-CSR was recorded, processed, summarized and reported within
the time periods specified in the Securities and Exchange Commissions rules and forms, based upon
such officers evaluation of these controls and procedures as of a date within 90 days of the
filing date of the report.
(b) There were no changes in the registrants internal control over financial reporting that
occurred during the second fiscal quarter of the period covered by this report that has materially
affected, or is reasonably likely to materially affect, the registrants internal control over
financial reporting.
Item 12. Exhibits.
(1) The Code of Ethics for Principal Executive and Senior Financial Officers is attached hereto.
(2)(a) A certification for the Principal Executive Officer of the registrant is attached hereto as
part of EX-99.CERT.
(2)(b) A certification for the Principal Financial Officer of the registrant is attached hereto as
part of EX-99.CERT.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act
of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
(Registrant) Van Kampen Senior Income Trust
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By: |
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/s/ Edward C. Wood III
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Name: |
Edward C. Wood III |
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Title: |
Principal Executive Officer
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Date: |
September 17, 2009
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Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment
Company Act of 1940, this report has been signed by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
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By: |
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/s/ Edward C. Wood III
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Name: |
Edward C. Wood III |
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Title: |
Principal Executive Officer
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Date: |
September 17, 2009
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By: |
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/s/ Stuart N. Schuldt
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Name: |
Stuart N. Schuldt |
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Title: |
Principal Financial Officer
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Date: |
September 17, 2009
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