DEF 14A 1 c11146ddef14a.txt DEFINITIVE PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Co-Registrants [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Com- mission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive Proxy Statement [ ] Definitive Revised Materials [ ] Soliciting Material Pursuant to Section 140.14a-12 VAN KAMPEN HIGH INCOME TRUST II VAN KAMPEN MUNICIPAL TRUST VAN KAMPEN OHIO QUALITY MUNICIPAL TRUST VAN KAMPEN TRUST FOR INSURED MUNICIPALS VAN KAMPEN TRUST FOR INVESTMENT GRADE MUNICIPALS VAN KAMPEN TRUST FOR INVESTMENT GRADE NEW YORK MUNICIPALS VAN KAMPEN TRUST FOR INVESTMENT GRADE NEW JERSEY MUNICIPALS VAN KAMPEN MASSACHUSETTS VALUE MUNICIPAL INCOME TRUST VAN KAMPEN CALIFORNIA VALUE MUNICIPAL INCOME TRUST VAN KAMPEN PENNSYLVANIA VALUE MUNICIPAL INCOME TRUST VAN KAMPEN MUNICIPAL OPPORTUNITY TRUST VAN KAMPEN ADVANTAGE MUNICIPAL INCOME TRUST II VAN KAMPEN SELECT SECTOR MUNICIPAL TRUST VAN KAMPEN SENIOR INCOME TRUST (Names of Co-Registrants as Specified in Their Charters) Payment of Filing Fee (Check the appropriate box): [X] No fee required. [ ] Fee computed per Exchange Act Rules 14a-6(i)(1) and 0-11. [ ] Fee paid previously with preliminary materials. -- MAY 2007 -- -------------------------------------------------------------------------------- IMPORTANT NOTICE -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- TO VAN KAMPEN CLOSED-END FUND SHAREHOLDERS -------------------------------------------------------------------------------- QUESTIONS & ANSWERS --------------------------------------- Although we recommend that you read the complete Joint Proxy Statement, we have provided for your convenience a brief overview of the issues to be voted on. --------------------------------------- Q WHY IS A SHAREHOLDER MEETING BEING HELD? A Each Van Kampen closed- end fund is traded on a nationally recognized stock exchange and is required to hold an annual meeting of shareholders. Q WHAT PROPOSAL WILL BE VOTED ON? A You are being asked to elect nominees for the Board of Trustees. Q WILL MY VOTE MAKE A DIFFERENCE? A Yes, your vote is important and will make a difference no matter how many shares you own. We encourage all shareholders to participate in the governance of their funds. Q HOW DOES THE BOARD OF TRUSTEES RECOMMEND THAT I VOTE? A The Board recommends that you vote "FOR ALL" of the nominees on the enclosed proxy card. Q WHY DOES THE JOINT PROXY STATEMENT LIST SEVERAL CLOSED-END FUNDS? A The funds have a similar proposal and it is cost-effective to have a joint proxy statement and one meeting. Q WHERE DO I CALL FOR MORE INFORMATION? A Please call Van Kampen's Client Relations Department at 1-800-341-2929 or visit our website at www.vankampen.com, where you can send us an e-mail message by selecting "Contact Us." ABOUT THE PROXY CARD -------------------------------------------------------------------------------- Please vote on each issue using blue or black ink to mark an X in one of the boxes provided on the proxy card. ELECTION OF TRUSTEES - mark "FOR ALL," "WITHHOLD" or "FOR ALL EXCEPT." To withhold authority to vote for any one or more individual nominee(s), check "FOR ALL EXCEPT" and write the nominee's name in the line below. Sign, date and return the proxy card in the enclosed postage-paid envelope. All registered owners of an account, as shown in the address, must sign the card. When signing as attorney, trustee, executor, administrator, custodian, guardian or corporate officer, please indicate your full title. [ ] PLEASE MARK X VOTES AS IN THIS EXAMPLE VAN KAMPEN XXXXX JOINT ANNUAL MEETING OF SHAREHOLDERS XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX

FOR ALL FOR ALL WITHHOLD EXCEPT 1x. Authority to vote [ ] [ ] [ ] 2. To transact such other business as may for the election as properly come before the Meeting. Class X Trustees the nominees named below: XXXXXXXXX, XXXXXXXXX, XXXXXXXXX To withhold authority to vote for any one or more individual nominee check "For All Except" and write the nominee's name on the line below. ----------------------------------

Please be sure to sign and date this Proxy, Date Shareholder sign here Co-owner sign here XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX SAMPLE VAN KAMPEN CLOSED-END FUNDS 1221 AVENUE OF THE AMERICAS NEW YORK, NEW YORK 10020 (800) 341-2929 NOTICE OF JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD JUNE 22, 2007 Notice is hereby given to the holders of common shares of beneficial interest ("Common Shares") and, where applicable, the holders of preferred shares of beneficial interest (the "Preferred Shares") of each of the Van Kampen Closed- End Funds listed on Annex A (the "Funds") to the attached Joint Proxy Statement that the Joint Annual Meeting of Shareholders of the Funds (the "Meeting") will be held at the offices of Van Kampen Investments Inc., 1 Parkview Plaza, Oakbrook Terrace, Illinois 60181-5555, on Friday, June 22, 2007 at 9:30 a.m., for the following purposes: 1. To elect trustees in the following manner: (a) With respect to VKL, to elect four Class I trustees, each by the holders of Common Shares of such Fund. The elected Class I trustees will each serve for a three year term or until a successor shall have been duly elected and qualified. (b) With respect to VKI, VCV, VPV and VMV, to elect three Class II trustees, two by the holders of Common Shares of each such Fund and one by the holders of the Preferred Shares of each such Fund. The elected Class II trustees will each serve for a three year term or until a successor shall have been duly elected and qualified. (c) With respect to VGM, VTJ, VIM, VTN, VOQ, VKQ, VMO, VLT and VVR, to elect three Class III trustees, two by the holders of Common Shares of each such Fund and one by holders of the Preferred Shares of each such Fund. The elected Class III trustees will each serve for a three year term or until a successor shall have been duly elected and qualified. 2. To transact such other business as may properly come before the Meeting or any adjournments thereof. Holders of record of the Common Shares and, where applicable, Preferred Shares of each Fund at the close of business on April 27, 2007 are entitled to notice of and to vote at the Meeting and any adjournment thereof. By order of the Board of Trustees STEFANIE V. CHANG, Vice President May 10, 2006 EACH FUND WILL FURNISH, WITHOUT CHARGE, A COPY OF ITS MOST RECENT ANNUAL REPORT (AND THE MOST RECENT SEMI-ANNUAL REPORT SUCCEEDING THE ANNUAL REPORT, IF ANY) TO ANY SHAREHOLDER UPON REQUEST. ANY SUCH REQUEST SHOULD BE DIRECTED TO THE RESPECTIVE FUND BY CALLING 1-800-341-2929 OR BY WRITING TO THE RESPECTIVE FUND AT 1 PARKVIEW PLAZA, PO BOX 5555, OAKBROOK TERRACE, ILLINOIS 60181-5555. SHAREHOLDERS OF THE FUNDS ARE INVITED TO ATTEND THE MEETING IN PERSON. IF YOU DO NOT EXPECT TO ATTEND THE MEETING, PLEASE INDICATE YOUR VOTING INSTRUCTIONS ON THE ENCLOSED PROXY CARD WITH RESPECT TO EACH FUND IN WHICH YOU WERE A SHAREHOLDER AS OF THE RECORD DATE, DATE AND SIGN SUCH PROXY CARD(S), AND RETURN IT (THEM) IN THE ENVELOPE PROVIDED, WHICH IS ADDRESSED FOR YOUR CONVENIENCE AND NEEDS NO POSTAGE IF MAILED IN THE UNITED STATES. IN ORDER TO AVOID THE ADDITIONAL EXPENSE OF FURTHER SOLICITATION, WE ASK THAT YOU MAIL YOUR PROXY PROMPTLY. The Board of Trustees of each Fund recommends that you cast your vote: - FOR ALL of the nominees for the Board of Trustees listed in the Joint Proxy Statement. YOUR VOTE IS IMPORTANT. PLEASE RETURN YOUR PROXY CARD(S) PROMPTLY NO MATTER HOW MANY SHARES YOU OWN. JOINT PROXY STATEMENT VAN KAMPEN CLOSED-END FUNDS 1221 AVENUE OF THE AMERICAS NEW YORK, NEW YORK 10020 (800) 341-2929 JOINT ANNUAL MEETING OF SHAREHOLDERS JUNE 22, 2007 ------------------------------------------------------------------------------ INTRODUCTION ------------------------------------------------------------------------------ This Joint Proxy Statement is furnished in connection with the solicitation by the respective Board of Trustees (the "Trustees" or the "Board") of each of the Van Kampen Closed-End Funds listed on Annex A to this Joint Proxy Statement (the "Funds") of proxies to be voted at a Joint Annual Meeting of Shareholders of the Funds, and all adjournments thereof (the "Meeting"), to be held at the offices of Van Kampen Investments Inc., 1 Parkview Plaza, Oakbrook Terrace, Illinois 60181-5555, on Friday, June 22, 2007, at 9:30 a.m. The Meeting will be an annual meeting for each Fund. The approximate mailing date of this Joint Proxy Statement and accompanying form of proxy is May 18, 2007. Participating in the Meeting are holders of common shares of beneficial interest (the "Common Shares") and, where applicable, the holders of preferred shares of beneficial interest (the "Preferred Shares") of each of the Funds as set forth in Annex A to this Joint Proxy Statement. The Common Shares and the Preferred Shares of the Funds sometimes are referred to herein collectively as the "Shares." The Meeting is scheduled as a joint meeting of the shareholders of the Funds because the shareholders of the Funds are expected to consider and vote on similar matters. The Board of Trustees has determined that the use of a joint proxy statement for the Meeting is in the best interest of the shareholders of each of the Funds. In the event that a shareholder of any Fund present at the Meeting objects to the holding of a joint meeting and moves for an adjournment of the meeting of such Fund to a time immediately after the Meeting so that such Fund's meeting may be held separately, the persons named as proxies will vote in favor of the adjournment. Annex A lists the abbreviated name and stock symbol by which the Funds sometimes are referred to in this Joint Proxy Statement. Please refer to Annex A for any questions you may have regarding whether your Fund is participating at the Meeting, defined terms relating to the Funds and abbreviated Fund names. The Board has fixed the close of business on April 27, 2007 as the record date (the "Record Date") for the determination of holders of Shares of each Fund entitled to vote at the Meeting. The number of issued and outstanding Common Shares and Preferred Shares of each Fund as of the Record Date is shown in Annex B to this Joint Proxy Statement. The following table summarizes the proposals to be presented at the Meeting for the Funds and the shareholders entitled to vote with respect to the proposals.

PROPOSAL/AFFECTED FUNDS AFFECTED SHAREHOLDERS ----------------------- --------------------- 1. ELECTION OF TRUSTEES: (a) With respect to VKL, to elect -- four Class I Trustees, each by holders of Common Shares of such Fund........................ Common (b) With respect to VKI, VCV, VPV and VMV, to elect -- two Class II Trustees, each by holders of Common Shares of each such Fund................... Common -- one Class II Trustee by holders of Preferred Shares of each such Fund ......................... Preferred (c) With respect to VGM, VTJ, VIM, VTN, VOQ, VKQ, VMO, VLT and VVR, to elect -- two Class III Trustees, each by holders of Common Shares of each such Fund................... Common -- one Class III Trustee by holders of Preferred Shares of each such Fund.......................... Preferred

EACH FUND WILL FURNISH, WITHOUT CHARGE, A COPY OF ITS MOST RECENT ANNUAL REPORT (AND THE MOST RECENT SEMI-ANNUAL REPORT SUCCEEDING THE ANNUAL REPORT, IF ANY) TO ANY SHAREHOLDER UPON REQUEST. ANY SUCH REQUEST SHOULD BE DIRECTED TO THE RESPECTIVE FUND BY CALLING 1-800-341-2929 OR BY WRITING TO THE RESPECTIVE FUND AT 1 PARKVIEW PLAZA, PO BOX 5555, OAKBROOK TERRACE, ILLINOIS 60181-5555. VOTING Shareholders of a Fund on the Record Date are entitled to one vote per Share with respect to any proposal submitted to the shareholders of the Fund, with no Share having cumulative voting rights. The voting requirement for passage of a particular proposal depends on the nature of the proposal. With respect to Proposal 1(a) through (c), holders of Common Shares and Preferred Shares, where applicable, will vote as separate classes for the respective nominee(s) to be elected by such class of Shares. The affirmative vote of a plurality of the Common Shares of a Fund present at the Meeting in person or by proxy is required to elect each nominee for Trustee of such Fund designated to be elected by the holders of the Common Shares of such Fund. The affirmative vote of a plurality of the Preferred Shares of a Fund present at the Meeting in person or by proxy is 2 required to elect such nominee for Trustee of such Fund designated to be elected by the holders of the Preferred Shares of such Fund. Election by plurality means those persons who receive the highest number of votes cast "FOR" up to the total number of persons to be elected as Trustees at the Meeting shall be elected. THE BOARD OF TRUSTEES OF EACH FUND RECOMMENDS THAT YOU CAST YOUR VOTE FOR ALL OF THE NOMINEES FOR THE BOARD OF TRUSTEES LISTED IN THE JOINT PROXY STATEMENT. An unfavorable vote on a proposal by the shareholders of one Fund will not affect the implementation of such proposal by another Fund, if the proposal is approved by the shareholders of the other Fund. An unfavorable vote on a proposal by the shareholders of a Fund will not affect such Fund's implementation of other proposals that receive a favorable vote. There is no cumulative voting with respect to the election of Trustees. All properly executed proxies received prior to the Meeting will be voted at the Meeting in accordance with the instructions marked thereon. Proxies received prior to the Meeting on which no vote is indicated will be voted "FOR" each proposal as to which they are entitled to be voted. Abstentions and broker non-votes (i.e., where a nominee such as a broker, holding shares for beneficial owners, indicates that instructions have not been received from the beneficial owners, and the nominee does not exercise discretionary authority) are not treated as votes "FOR" a proposal. With respect to Proposal 1(a) through (c), abstentions and broker non-votes are disregarded since only votes "FOR" are considered in a plurality voting requirement. A majority of the outstanding Shares of a Fund entitled to vote must be present in person or by proxy to have a quorum for such Fund to conduct business at the Meeting. Abstentions and broker non-votes will be deemed present for quorum purposes. Shareholders who execute proxies may revoke them at any time before they are voted by filing with the respective Fund a written notice of revocation, by delivering a duly executed proxy bearing a later date or by attending the Meeting and voting in person. The Funds know of no business other than that mentioned in Proposal 1 of the Notice that will be presented for consideration at the Meeting. If any other matters are properly presented, it is the intention of the persons named on the enclosed proxy to vote proxies in accordance with their best judgment. In the event a quorum is present at the Meeting but sufficient votes to approve any of the proposals with respect to one or more Funds or proposals are not received, proxies (including abstentions and broker non-votes) would be voted in favor of one or more adjournments of the Meeting of the concerned Fund with respect to such proposal to permit further solicitation of proxies, provided they determine that such an adjournment and additional solicitation is reasonable and in the interest of shareholders based on a consideration of all relevant factors, including the nature of the relevant proposal, the percentage of votes then cast, 3 the percentage of negative votes then cast, the nature of the proposed solicitation activities and the nature of the reasons for such further solicitation. INVESTMENT ADVISER The investment adviser for each Fund is Van Kampen Asset Management (the "Adviser"). The Adviser is a wholly owned subsidiary of Van Kampen Investments Inc. ("Van Kampen Investments"). Van Kampen Investments is a diversified asset management company that administers more than three million retail investor accounts, has extensive capabilities for managing institutional portfolios and has more than $118 billion under management or supervision as of March 31, 2007. Van Kampen Investments is an indirect wholly owned subsidiary of Morgan Stanley, a preeminent global financial services firm that maintains leading market positions in each of its three primary businesses: securities, asset management and credit services. Morgan Stanley is a full service securities firm engaged in securities trading and brokerage activities, investment banking, research and analysis, financing and financial advisory services. The principal business address of the Adviser and Van Kampen Investments is 1221 Avenue of the Americas, New York, New York 10020. OTHER SERVICE PROVIDERS Each Fund has entered into an accounting services agreement with the Adviser and each Fund has entered into a legal services agreement with Van Kampen Investments. Van Kampen Investment's principal business address is 1221 Avenue of the Americas, New York, New York 10020. Each Fund has entered into an employment agreement with John Sullivan and Morgan Stanley pursuant to which Mr. Sullivan, an employee of Morgan Stanley, serves as Chief Compliance Officer of each Fund and other Van Kampen funds. The principal business address of Mr. Sullivan is 1 Parkview Plaza, Oakbrook Terrace, IL 60181. The principal business address of Morgan Stanley is 1221 Avenue of the Americas, New York, New York 10020. VLT has also entered into a support services agreement with Van Kampen Funds Inc. The principal business address of Van Kampen Funds Inc. is 1221 Avenue of the Americas, New York, New York 10020. VVR has also entered into an administration agreement with Van Kampen Investments. ------------------------------------------------------------------------------ PROPOSAL 1: ELECTION OF TRUSTEES ------------------------------------------------------------------------------ Trustees are to be elected by the shareholders at the Meeting in the following manner: (a) With respect to VKL, four Class I Trustees are to be elected at the Meeting, to serve until the later of such Fund's Annual Meeting of Shareholders in 2010 or until a successor has been duly elected and qualified. Holders of Common Shares, voting as a separate class, will vote 4 with respect to four Class I Trustees (David C. Arch, Jerry D. Choate, Howard J Kerr and Suzanne H. Woolsey) designated to be elected by such class of shares. An affirmative vote of a plurality of the Common Shares of such Fund is required to elect the respective nominees. It is the intention of the persons named in the enclosed proxy to vote the Shares represented by them for the election of the respective nominees listed unless the proxy is marked otherwise. (b) With respect to VKI, VCV, VPV and VMV, three Class II Trustees are to be elected at the Meeting, to serve until the later of each such Fund's Annual Meeting of Shareholders in 2010 or until a successor has been duly elected and qualified. Holders of Common Shares, voting as a separate class, will vote with respect to two Class II Trustees (Linda Hutton Heagy and Wayne W. Whalen) designated to be elected by such class of shares. Holders of Preferred Shares, voting as a separate class, will vote with respect to one Class II Trustee (Rod Dammeyer) designated to be elected by such class of shares. An affirmative vote of a plurality of the Common Shares of each such Fund and a plurality of the Preferred Shares of each such Fund is required to elect the respective nominees. It is the intention of the persons named in the enclosed proxy to vote the Shares represented by them for the election of the respective nominees listed unless the proxy is marked otherwise. (c) With respect to VGM, VTJ, VIM, VTN, VOQ, VKQ, VMO, VLT and VVR, three Class III Trustees are to be elected at the Meeting, to serve until the later of each such Fund's Annual Meeting of Shareholders in 2010 or until their successors have been duly elected and qualified. Holders of Common Shares, voting as a separate class, will vote with respect to two Class III Trustees (R. Craig Kennedy and Jack E. Nelson) designated to be elected by such class of shares. Holders of Preferred Shares, voting as a separate class, will vote with respect to one Class III Trustee (Hugo F. Sonnenschein) designated to be elected by such class of shares. An affirmative vote of a plurality of the Common Shares of each such Fund and a plurality of the Preferred Shares of each such Fund is required to elect the respective nominees. It is the intention of the persons named in the enclosed proxy to vote the Shares represented by them for the election of the respective nominees listed unless the proxy is marked otherwise. As in the past, only one class of Trustees is being submitted to shareholders of each Fund for election at the Meeting. The Declaration of Trust of each Fund provides that the Board of Trustees shall consist of Trustees divided into three classes, the classes to be as nearly equal in number as possible. The Trustees of only one class are elected at each 5 annual meeting so that the regular term of only one class of Trustees will expire annually and any particular Trustee stands for election only once in each three-year period. This type of classification may prevent replacement of a majority of Trustees of a Fund for up to a two-year period. The foregoing is subject to the provisions of the Investment Company Act of 1940, as amended (the "1940 Act"), applicable state law based on the state of organization of each Fund, each Fund's Declaration of Trust and each Fund's Bylaws. 6 INFORMATION REGARDING TRUSTEES AND NOMINEES FOR ELECTION AS TRUSTEE The business and affairs of the Funds are managed under the direction of the Board of Trustees. The tables below list the incumbent Trustees and nominees for Trustee, their principal occupations during the last five years, other directorships held by them and their affiliations, if any, with the Adviser or its affiliates. The term "Fund Complex" includes each of the investment companies advised by the Adviser as of the Record Date. Trustees of the Funds generally serve three year terms or until their successors are duly elected and qualified. All nominees have consented to being named in this Joint Proxy Statement and have agreed to serve if elected. 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 OF TRUSTEE FUNDS SERVED DURING PAST 5 YEARS BY TRUSTEE David C. Arch(1) (61) Trustee + Chairman and Chief Executive Officer 73 Blistex Inc. of Blistex Inc., a consumer health 1800 Swift Drive care products manufacturer. Director Oak Brook, IL 60523 of the Heartland Alliance, a nonprofit organization serving human needs based in Chicago. Former Director of St. Vincent de Paul Center, a Chicago based day care facility serving the children of low income families. Board member of the Illinois Manufacturers' Association. Jerry D. Choate(1) (68) Trustee + Prior to January 1999, Chairman and 73 33971 Selva Road Chief Executive Officer of the Suite 130 Allstate Corporation ("Allstate") and Dana Point, CA 92629 Allstate Insurance Company. Prior to January 1995, President and Chief Executive Officer of Allstate. Prior to August 1994, various management positions at Allstate.

NAME, AGE AND ADDRESS OTHER DIRECTORSHIPS OF TRUSTEE HELD BY TRUSTEE David C. Arch(1) (61) Trustee/Director/Managing Blistex Inc. General Partner of funds in 1800 Swift Drive the Fund Complex. Oak Brook, IL 60523 Jerry D. Choate(1) (68) Trustee/Director/Managing 33971 Selva Road General Partner of funds in Suite 130 the Fund Complex. Director Dana Point, CA 92629 of H&R Block, Director of Amgen Inc., a biotechnological company, and Director of Valero Energy Corporation, an independent refining company.

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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 OF TRUSTEE FUNDS SERVED DURING PAST 5 YEARS BY TRUSTEE Rod Dammeyer(2)+++(66) Trustee + President of CAC, L.L.C., a private 73 CAC, L.L.C. company offering capital investment 4350 LaJolla Village Drive and management advisory services. Suite 980 Prior to February 2001, Vice Chairman San Diego, CA 92122-6223 and Director of Anixter International, Inc., a global distributor of wire, cable and communications connectivity products.

NAME, AGE AND ADDRESS OTHER DIRECTORSHIPS OF TRUSTEE HELD BY TRUSTEE Rod Dammeyer(2)+++(66) Trustee/Director/Managing CAC, L.L.C. General Partner of funds in 4350 LaJolla Village Drive the Fund Complex. Director Suite 980 of Quidel Corporation, San Diego, CA 92122-6223 Stericycle, Inc., Ventana Medical Systems, Inc., and Trustee of The Scripps Research Institute. Prior to April 2007, Director of GATX Corporation. Prior to January 2005, Trustee of the University of Chicago Hospitals and Health Systems. Prior to April 2004, Director of TheraSense, Inc. Prior to January 2004, Director of TeleTech Holdings Inc. and Arris Group, Inc. Prior to May 2002, Director of Peregrine Systems Inc. Prior to February 2001, Director of IMC Global Inc.

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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 OF TRUSTEE FUNDS SERVED DURING PAST 5 YEARS BY TRUSTEE Linda Hutton Heagy(2)++ (58) Trustee + Managing Partner of Heidrick & 73 Heidrick & Struggles Struggles, an international executive 233 South Wacker Drive search firm. Trustee on the Suite 7000 University of Chicago Hospitals Chicago, IL 60606 Board, Vice Chair of the Board of the YMCA of Metropolitan Chicago and a member of the Women's Board of the University of Chicago. Prior to 1997, Partner of Ray & Berndtson, Inc., an executive recruiting firm. Prior to 1996, Trustee of The International House Board, a fellowship and housing organization for international graduate students. 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.

NAME, AGE AND ADDRESS OTHER DIRECTORSHIPS OF TRUSTEE HELD BY TRUSTEE Linda Hutton Heagy(2)++ (58) Trustee/Director/Managing Heidrick & Struggles General Partner of funds in 233 South Wacker Drive the Fund Complex. Suite 7000 Chicago, IL 60606

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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 OF TRUSTEE FUNDS SERVED DURING PAST 5 YEARS BY TRUSTEE R. Craig Kennedy(3) (55) Trustee + Director and President of the German 73 1744 R Street, N.W. Marshall Fund of the United States, Washington, D.C. 20009 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. Howard J Kerr(1) (71) Trustee + Prior to 1998, President and Chief 73 14 Huron Trace Executive Officer of Pocklington Galena, IL 61036 Corporation, Inc., an investment holding company. Director of the Marrow Foundation.

NAME, AGE AND ADDRESS OTHER DIRECTORSHIPS OF TRUSTEE HELD BY TRUSTEE R. Craig Kennedy(3) (55) Trustee/Director/Managing 1744 R Street, N.W. General Partner of funds in Washington, D.C. 20009 the Fund Complex. Howard J Kerr(1) (71) Trustee/Director/Managing 14 Huron Trace General Partner of funds in Galena, IL 61036 the Fund Complex. Director of the Lake Forest Bank & Trust.

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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 OF TRUSTEE FUNDS SERVED DURING PAST 5 YEARS BY TRUSTEE Jack E. Nelson(3) (71) Trustee + President of Nelson Investment 73 423 Country Club Drive Planning Services, Inc., a financial Winter Park, FL 32789 planning company and registered investment adviser in the State of Florida. President of Nelson Ivest Brokerage Services Inc., a member of the NASD, 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. Hugo F. Sonnenschein(3)+++ (66) Trustee + President Emeritus and Honorary 73 1126 E. 59th Street Trustee of the University of Chicago Chicago, IL 60637 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. 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. Prior to 2006, Director of Winston Laboratories, Inc.

NAME, AGE AND ADDRESS OTHER DIRECTORSHIPS OF TRUSTEE HELD BY TRUSTEE Jack E. Nelson(3) (71) Trustee/Director/Managing 423 Country Club Drive General Partner of funds in Winter Park, FL 32789 the Fund Complex. Hugo F. Sonnenschein(3)+++ (66) Trustee/Director/Managing 1126 E. 59th Street General Partner of funds in Chicago, IL 60637 the Fund Complex.

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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 OF TRUSTEE FUNDS SERVED DURING PAST 5 YEARS BY TRUSTEE Suzanne H. Woolsey, Ph.D.(1) Trustee + Chief Communications Officer of the 73 (65) National Academy of Sciences/National 815 Cumberstone Road Research Council, an independent, Harwood, MD 20776 federally chartered policy institution, from 2001 to November 2003 and Chief Operating Officer from 1993 to 2001. 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 Colorado College. 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. Director of Neurogen Corporation, a pharmaceutical company, from January 1998 until June 2006.

NAME, AGE AND ADDRESS OTHER DIRECTORSHIPS OF TRUSTEE HELD BY TRUSTEE Suzanne H. Woolsey, Ph.D.(1) Trustee/Director/Managing (65) General Partner of funds in 815 Cumberstone Road the Fund Complex. Director Harwood, MD 20776 of Fluor Corp., an engineering, procurement and construction organization, since January 2004. Director of Intelligent Medical Devices, a company that develops symptom-based diagnostic tools for physicians and clinical labs.

12 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 OF TRUSTEE FUND SERVED DURING PAST 5 YEARS BY TRUSTEE Wayne W. Whalen*(2) (67) Trustee + Partner in the law firm of Skadden, Arps, Slate, Meagher & 73 333 West Wacker Drive Flom LLP, legal counsel to certain funds in the Fund Chicago, IL 60606 Complex.

NAME, AGE AND ADDRESS OTHER DIRECTORSHIPS OF TRUSTEE HELD BY TRUSTEE Wayne W. Whalen*(2) (67) Trustee/Director/ 333 West Wacker Drive Managing General Chicago, IL 60606 Partner of funds in the Fund Complex. Director of the Abraham Lincoln Presidential Library Foundation.

--------------- (1) Designated as a Class I trustee. (2) Designated as a Class II trustee. (3) Designated as a Class III trustee. + Each Trustee generally serves a three-year term from the date of election. Each Trustee has served as a Trustee of each respective Fund since the year shown in Annex C. ++ As indicated above, Ms. Heagy is 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 unrelated to Van Kampen's or Morgan Stanley's asset management businesses and 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. Ms. Heagy does own common shares of Heidrick (representing less than 1% of Heidrick's outstanding common shares). +++ Messrs. Dammeyer and Sonnenschein are elected by the holders of Preferred Shares. * Mr. Whalen is an interested person of 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. 13 REMUNERATION OF TRUSTEES The compensation of Trustees and executive officers that are affiliated persons (as defined in 1940 Act) of the Adviser or Van Kampen Investments is paid by the respective affiliated entity. The funds in the Fund Complex, including the Funds, pay the non-affiliated Trustees an annual retainer and meeting fees for services to funds in the Fund Complex. Each fund in the Fund Complex (except the Van Kampen Exchange Fund) provides a deferred compensation plan to its non-affiliated Trustees that allows such Trustees to defer receipt of compensation and earn a return on such deferred amounts based upon the return of the common shares of the funds in the Fund Complex as selected by the respective non-affiliated Trustees. Each fund in the Fund Complex (except the Van Kampen Exchange Fund) also provides a retirement plan to its non-affiliated Trustees that provides non-affiliated Trustees with compensation after retirement, provided that certain eligibility requirements are met as more fully described below. Each non-affiliated Trustee generally can elect to defer receipt of all or a portion of the compensation earned by such non-affiliated Trustee until retirement. Amounts deferred are retained by the respective fund and earn a rate of return determined by reference to the return on the common shares of such fund or other funds in the Fund Complex as selected by the respective non-affiliated Trustee, with the same economic effect as if such non-affiliated Trustee had invested in one or more funds in the Fund Complex, including the Funds. To the extent permitted by the 1940 Act, each Fund may invest in securities of those funds selected by the non-affiliated Trustees in order to match the deferred compensation obligation. The deferred compensation plan is not funded and obligations thereunder represent general unsecured claims against the general assets of the respective Fund. Each Fund has adopted a retirement plan. Under the retirement plan, a non-affiliated Trustee who is receiving Trustee's compensation from a Fund prior to such non-affiliated Trustee's retirement, has at least 10 years of service (including years of service prior to adoption of the retirement plan) for such Fund and retires at or after attaining the age of 60, is eligible to receive a retirement benefit each year for ten years following such Trustee's retirement from such Fund. Non-affiliated Trustees retiring prior to the age of 60 or with fewer than 10 years but more than 5 years of service may receive reduced retirement benefits from a Fund. Each Trustee has served as a member of each Fund's Board of Trustees since the year of such Trustee's appointment or election as set forth on Annex C to this Proxy Statement. 14 Additional information regarding compensation and benefits for Trustees is set forth below. As indicated in the notes accompanying the table, the amounts relate to either the respective Fund's most recently completed fiscal year end in 2006, the Fund Complex's most recently completed calendar year ended December 31, 2006 or as of the date of this Proxy Statement. COMPENSATION TABLE

FUND COMPLEX ---------------------------------------------------------- TOTAL COMPENSATION AGGREGATE AGGREGATE PENSION OR AGGREGATE ESTIMATED BEFORE COMPENSATION RETIREMENT BENEFITS ANNUAL BENEFITS DEFERRAL FROM FROM EACH ACCRUED AS PART OF UPON FUND NAME FUND(1) FUND EXPENSES(2) RETIREMENT(3) COMPLEX(4) ---- ------------ -------------------- ------------------- ------------- INDEPENDENT TRUSTEES David C. Arch........... (1) $ 35,373 $105,000 $259,418 Jerry D. Choate......... (1) 80,600 105,000 254,394 Rod Dammeyer............ (1) 64,051 105,000 259,418 Linda Hutton Heagy...... (1) 25,769 105,000 254,394 R. Craig Kennedy........ (1) 18,372 105,000 254,394 Howard J Kerr........... (1) 140,735 143,750 259,418 Jack E. Nelson.......... (1) 92,953 105,000 238,523 Hugo F. Sonnenschein.... (1) 64,671 105,000 259,418 Suzanne H. Woolsey...... (1) 57,060 105,000 254,394 INTERESTED TRUSTEE Wayne W. Whalen......... (1) 67,997 105,000 259,418

--------------- (1) The amount of aggregate compensation payable by each Fund for its most recently completed fiscal year ended in 2006 before deferral by the Trustees under the deferred compensation plan is shown in Annex D. Certain Trustees deferred all or a portion of the aggregate compensation payable by each Fund for its most recently completed fiscal year end in 2006 as shown in Annex E. The deferred compensation plan is described above the table. Amounts deferred are retained by the respective Fund and earn a rate of return determined by reference to either the return on the Common Shares of the Fund or the common shares of other funds in the Fund Complex as selected by the respective Trustee. To the extent permitted by the 1940 Act, the Fund may invest in securities of these funds selected by the Trustees in order to match the deferred compensation obligation. The cumulative deferred compensation (including earnings accrued thereon for each trustee) for each Fund as of the end of its most recently completed fiscal year end in 2006 is shown in Annex F. (2) The amounts shown in this column represent the sum of the estimated retirement benefit accruals expected to be accrued by the operating funds in the Fund Complex for their respective fiscal years ended in 2006. The retirement plan is described above the compensation table. (3) For each Trustee, this is the sum of the estimated annual benefits payable by the current (i.e., as of the date of this Proxy Statement) operating funds in the Fund Complex for each year of the 10-year period commencing in the year of such Trustee's anticipated retirement. The retirement plan is described above the compensation table. (4) The amounts shown in this column are accumulated from the aggregate compensation of the operating investment companies in the Fund Complex as of the calendar year ended December 31, 2006 before deferral by the Trustees under the deferred compensation plan. Because the funds in the Fund Complex have different fiscal year ends, the amounts shown in this column are presented on a calendar year basis. 15 BOARD COMMITTEES AND MEETINGS Each Fund's Board of Trustees has three standing committees (an audit committee, a brokerage and services committee and a governance committee). Each committee is comprised solely of "Independent Trustees", which is defined for purposes herein as trustees who: (1) are not "interested persons" of the Fund as defined by the 1940 Act and (2) are "independent" of the respective Fund as defined by the New York Stock Exchange, American Stock Exchange and Chicago Stock Exchange listing standards. Each Board's audit committee consists of Messrs. Choate, Dammeyer and Kennedy. In addition to being Independent Trustees as defined above, each of these Trustees also meets the additional independence requirements for audit committee members as defined by the New York Stock Exchange, American Stock Exchange and Chicago Stock Exchange listing standards. The audit committee makes recommendations to the Board of Trustees concerning the selection of each Fund's independent registered public accounting firm, reviews with such independent registered public accounting firm the scope and results of each Fund's annual audit and considers any comments which the independent registered public accounting firm may have regarding each Fund's financial statements, accounting records or internal controls. Each Board of Trustees has adopted a formal written charter for the audit committee which sets forth the audit committee's responsibilities. The audit committee charter for each of the Funds is available on Van Kampen's web site at www.vankampen.com. The audit committee has reviewed and discussed the financial statements of each Fund with management as well as with the independent registered public accounting firm of each Fund, and discussed with the independent registered public accounting firm the matters required to be discussed under the Statement of Auditing Standards No. 61. The audit committee has received the written disclosures and the letter from the independent registered public accounting firm required under Independence Standard Board Standard No. 1 and has discussed with the independent registered public accountants their independence. Based on this review, the audit committee recommended to the Board of Trustees of each Fund that each Fund's audited financial statements be included in each Fund's annual report to shareholders for the most recent fiscal year for filing with the Securities and Exchange Commission ("SEC"). Each member of the Fund's audit committee is deemed an audit committee financial expert. Each Board's brokerage and services committee consists of Mesdames Heagy and Woolsey and Mr. Sonnenschein. The brokerage and services committee reviews each Fund's allocation of brokerage transactions and soft-dollar practices and reviews the transfer agency and shareholder servicing arrangements. Each Board's governance committee consists of Messrs. Arch, Kerr and Nelson. In addition to being Independent Trustees as defined above, each of these Trustees also meets the additional independence requirements for nominating committee 16 members as defined by the New York Stock Exchange, American Stock Exchange and Chicago Stock Exchange listing standards. The governance committee identifies individuals qualified to serve as Independent Trustees on the Board and on committees of the Board, advises the Board with respect to Board composition, procedures and committees, develops and recommends to the Board a set of corporate governance principles applicable to the respective Fund, monitors corporate governance matters and makes recommendations to the Board, and acts as the administrative committee with respect to Board policies and procedures, committee policies and procedures and codes of ethics. The governance committee charter for each of the Funds, which includes each Fund's nominating policies, is available on Van Kampen's web site at www.vankampen.com. The Independent Trustees of the respective Fund select and nominate any other nominee Independent Trustees for the respective Fund. While the Independent Trustees of the respective Fund expect to be able to continue to identify from their own resources an ample number of qualified candidates for the Board of Trustees as they deem appropriate, they will consider nominations from shareholders to the Board. Nominations from shareholders should be in writing and sent to the Independent Trustees as described below. During the fiscal year ended October 31, 2006, the Board of Trustees of VCV, VMV, VPV, VKI, VGM, VIM, VTJ, VTN, VMO, VKL, VKQ and VOQ each held 9 meetings. During each such Fund's last fiscal year, the audit committee of each such Board held 4 meetings, the brokerage and services committee of each such Board held 4 meeting and the governance committee of each such Board held 2 meetings. During the last fiscal year, each of the Trustees of such Funds during the period such Trustee served as a Trustee attended at least 75% of the meetings of the respective Board of Trustees and all committee meetings thereof of which such Trustee was a member. During the fiscal year ended December 31, 2006, the Board of Trustees of VLT held 9 meetings. During such Fund's last fiscal year, the audit committee of the Board held 5 meetings, the brokerage and services committee of the Board of the Fund held 4 meetings and the governance committee of the Board held 2 meetings. During the last fiscal year, each of the Trustees of VLT during the period such Trustee served as a Trustee attended at least 75% of the meetings of the Board of Trustees and all committee meetings thereof of which such Trustee was a member. During the fiscal year ended July 31, 2006, the Board of Trustees of VVR held 8 meetings. During such Fund's last fiscal year, the audit committee of such Board held 4 meetings, the brokerage and services committee of such Board of such Fund held 4 meetings and the governance committee of such Board held 2 meetings. During the last fiscal year, each of the Trustees of such Fund during the period such Trustee served as a Trustee attended at least 75% of the meetings of such Fund's Board of Trustees and all committee meetings thereof of which such Trustee was a member. 17 SHAREHOLDER COMMUNICATIONS Shareholders may send communications to each Funds' Board of Trustees. Shareholders should send communications intended for the Board by addressing the communication directly to the Board (or individual Board members) and/or otherwise clearly indicating in the salutation that the communication is for the Board (or individual Board members) and by sending the communication to either the applicable Fund's office or directly to such Board member(s) at the address specified for such Trustee above. Other shareholder communications received by any Fund not directly addressed and sent to the Board will be reviewed and generally responded to by management, and will be forwarded to the Board only at management's discretion based on the matters contained therein. SHAREHOLDER APPROVAL With respect to Proposal 1(a) through (c), the holders of Common Shares and Preferred Shares, where applicable, voting as a separate class, will vote on the respective nominees designated to be elected by such class of shares. The affirmative vote of a plurality of the Common Shares of each Fund present at the Meeting in person or by proxy is required to elect each nominee for Trustee designated to be elected by the Common Shares and, where applicable, the affirmative vote of a plurality of the Preferred Shares of each Fund present at the Meeting in person or by proxy is required to elect each nominee for Trustee designated to be elected by the Preferred Shares. THE BOARD OF TRUSTEES RECOMMENDS A VOTE "FOR ALL" OF THE NOMINEES. 18 -------------------------------------------------------------------------------- OTHER INFORMATION -------------------------------------------------------------------------------- EXECUTIVE OFFICERS OF THE FUNDS The following information relates to the executive officers of the Funds. Each officer also serves in the same capacity for all or a number of the other investment companies advised by the Adviser or affiliates of the Adviser. The officers of the Funds are appointed annually by the Trustees and serve for one year or until their respective successors are chosen and qualified. The Funds' officers receive no compensation from the Funds but may also be officers of the Adviser or officers of affiliates of the Adviser and receive compensation in such capacities.

TERM OF OFFICE AND POSITION(S) LENGTH OF NAME, AGE AND HELD WITH TIME PRINCIPAL OCCUPATION(S) ADDRESS OF OFFICER FUNDS SERVED DURING PAST 5 YEARS Ronald E. Robison (68) President and Officer President of funds in the Fund Complex since September 2005 1221 Avenue of the Americas Principal since 2003 and Principal Executive Officer of funds in the Fund Complex New York, NY 10020 Executive Officer since May 2003. Managing Director of Van Kampen Advisors Inc. since June 2003. Director of Investor Services since September 2002. Director of the Adviser, Van Kampen Investments and Van Kampen Exchange Corp. since January 2005. Managing Director of Morgan Stanley and Morgan Stanley & Co. Incorporated. Managing Director and Director of Morgan Stanley Investment Management Inc. Chief Administrative Officer, Managing Director and Director of Morgan Stanley Investment Advisors Inc. and Morgan Stanley Services Company Inc. Managing Director and Director of Morgan Stanley Distributors Inc. and Morgan Stanley Distribution Inc. Chief Executive Officer and Director of Morgan Stanley Trust. Executive Vice President and Principal Executive Officer of the Institutional and Retail Morgan Stanley Funds. Director of Morgan Stanley SICAV. Previously, Chief Global Operations Officer of Morgan Stanley Investment Management Inc. and Executive Vice President of funds in the Fund Complex from May 2003 to September 2005.

19

TERM OF OFFICE AND POSITION(S) LENGTH OF NAME, AGE AND HELD WITH TIME PRINCIPAL OCCUPATION(S) ADDRESS OF OFFICER FUNDS SERVED DURING PAST 5 YEARS Dennis Shea (53) Vice President Officer Managing Director of Morgan Stanley Investment Advisors 1221 Avenue of the Americas since 2006 Inc., Morgan Stanley Investment Management Inc., the Adviser New York, NY 10020 and Van Kampen Advisors Inc. Chief Investment Officer -- Global Equity of the same entities since February 2006. Vice President of Morgan Stanley Institutional and Retail Funds since February 2006. Vice President of funds in the Fund Complex since March 2006. Previously, Managing Director and Director of Global Equity Research at Morgan Stanley from April 2000 to February 2006. J. David Germany (52) Vice President Officer Managing Director of Morgan Stanley Investment Advisors 20 Bank Street, since 2006 Inc., Morgan Stanley Investment Management Inc., the Adviser Canary Wharf and Van Kampen Advisors Inc. Chief Investment London, GRB E14 4AD Officer -- Global Fixed Income of the same entities since December 2005. Managing Director and Director of Morgan Stanley Investment Management Ltd. Director of Morgan Stanley Investment Management (ACD) Limited since December 2003. Vice President of Morgan Stanley Institutional and Retail Funds since February 2006. Vice President of funds in the Fund Complex since March 2006. Amy R. Doberman (45) Vice President Officer Managing Director and General Counsel, U.S. Investment 1221 Avenue of the Americas since 2004 Management; Managing Director of Morgan Stanley Investment New York, NY 10020 Management Inc., Morgan Stanley Investment Advisers Inc. and the Adviser. Vice President of the Morgan Stanley Institutional and Retail Funds since July 2004 and Vice President of funds in the Fund Complex since August 2004. Previously, Managing Director and General Counsel of Americas, UBS Global Asset Management from July 2000 to July 2004 and General Counsel of Aeltus Investment Management, Inc. from January 1997 to July 2000.

20

TERM OF OFFICE AND POSITION(S) LENGTH OF NAME, AGE AND HELD WITH TIME PRINCIPAL OCCUPATION(S) ADDRESS OF OFFICER FUNDS SERVED DURING PAST 5 YEARS Stefanie V. Chang (40) Vice President and Officer Executive Director of Morgan Stanley Investment Management 1221 Avenue of the Americas Secretary since 2003 Inc. Vice President and Secretary of funds in the Fund New York, NY 10020 Complex. John L. Sullivan (51) Chief Compliance Officer Chief Compliance Officer of funds in the Fund Complex since 1 Parkview Plaza Officer since 1989 August 2004. Prior to August 2004, Director and Managing Oakbrook Terrace, IL 60181 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. Prior to December 2002, Executive Director of Van Kampen Investments, the Adviser and Van Kampen Advisors Inc. James W. Garrett (38) Chief Financial Officer Managing Director of Morgan Stanley Investment Management, Harborside Financial Center Officer and since 2006 Inc. since December 2006; Chief Financial Officer and Jersey City, NJ 07311 Treasurer Treasurer of Morgan Stanley Institutional Funds since 2002 and of funds in the Fund Complex from January 2005 to August 2005 and since September 2006. Previously, Executive Director of Morgan Stanley Investment Management Inc. from 2002 to December 2006.

21 SHAREHOLDER INFORMATION As of April 27, 2007, to the knowledge of the Funds, no shareholder owned beneficially more than 5% of a class of a Fund's outstanding Shares. As of April 27, 2007, certain Trustees and executive officers owned, directly or beneficially, the number of Common Shares of each Fund as set forth in Annex G. Except as indicated on Annex G, as of April 27, 2007, the Trustees and executive officers of the Funds individually and as a group owned less than 1% of the outstanding Shares of each Fund. Trustees and executive officers who do not own any Common Shares of the Funds or Funds which are not owned by any Trustee or executive officers have been omitted from the table in Annex G. As of April 27, 2007, no Trustees or executive officers owned any Preferred Shares of the Funds. Excluding deferred compensation balances as described in the Compensation Table, as of April 27, 2007, each Trustee beneficially owned equity securities of the Funds and other funds in the Fund Complex overseen by the Trustees in the dollar range amounts as specified in Annex H. Including deferred compensation balances as described in the Compensation Table, as of April 27, 2007, each Trustee owned the dollar ranges of amounts of the Funds and other funds in the Fund Complex as specified in Annex I. SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE Section 30(f) of the 1940 Act and Section 16(a) of the Securities Exchange Act of 1934, as amended, require each of the Funds' Trustees, officers, investment adviser, affiliated persons of the investment adviser and persons who own more than 10% of a registered class of the Fund's equity securities to file forms with the SEC and the New York Stock Exchange or American Stock Exchange, as applicable, reporting their affiliation with the Fund and reports of ownership and changes in ownership of Fund Shares. These persons and entities are required by SEC regulation to furnish the Fund with copies of all such forms they file. Based on a review of these forms furnished to each Fund, each Fund believes that during its last fiscal year, its Trustees, officers, Adviser and affiliated persons of the Adviser complied with the applicable filing requirements except that a Form 4 Filing reporting one transaction relating to common shares of VLT on behalf of Rod Dammeyer, a Trustee of the Funds, inadvertently was not filed in a timely manner. INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Trustees of each Fund, including a majority of the Trustees who are not "interested persons" of each Fund (as defined by the 1940 Act), has selected Deloitte & Touche LLP ("D&T") as the independent registered public accountants to examine the financial statements for the current fiscal year of each Fund. The selection of D&T for the current fiscal year was recommended and approved by each Fund's audit committee and approved by each Fund's Board. Each of the Funds knows of no direct or indirect financial interest of D&T in such Fund. 22 AUDIT AND OTHER FEES Each Fund and certain "covered entities" were billed the amounts listed on Annex J by D&T during such Fund's most recent two fiscal years. The audit committee of each Board has considered whether the provision of non- audit services performed by D&T to the Funds and "covered entities" is compatible with maintaining D&T's independence in performing audit services. 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 Funds and 100% of such services were pre-approved by the audit committee pursuant to the audit committee's pre-approval policies and procedures. The Board's pre-approval policies and procedures are included as part of the Board's audit committee charter, which is available on Van Kampen's web site at www.vankampen.com. It is not expected that representatives of D&T will attend the Meeting. In the event representatives of D&T do attend the Meeting, they will have the opportunity to make a statement if they desire to do so and will be available to answer appropriate questions. EXPENSES The expenses of preparing, printing and mailing the enclosed form of proxy, the accompanying Notice and this Proxy Statement and all other costs, in connection with the solicitation of proxies will be borne by the Funds. The total amount of these expenses will be allocated among each of the Funds based upon the total number of shareholders for each Fund in relation to the total number of shareholders for all of the Funds participating in the Meeting. The Funds will also reimburse banks, brokers and others for their reasonable expenses in forwarding proxy solicitation material to the beneficial owners of the shares of the Funds. In order to obtain the necessary quorum at the Meeting, additional solicitation may be made by mail, telephone, telegraph, facsimile or personal interview by representatives of the Funds, the Adviser or Van Kampen Investments, by the transfer agents of the Funds, by dealers or their representatives or by Computershare Fund Services, a solicitation firm that may be engaged to assist in proxy solicitation at an estimated cost of approximately $2,000 per Fund. SHAREHOLDER PROPOSALS To be considered for presentation at a shareholders' meeting, rules promulgated by the SEC generally require that, among other things, a shareholder's proposal must be received at the offices of the relevant Fund a reasonable time before a solicitation is made. Shareholder proposals intended to be presented at the year 2008 annual meeting of shareholders for a Fund pursuant to Rule 14a-8 under the 23 Exchange Act of 1934, as amended (the "Exchange Act"), must be received by the Fund at the Fund's principal executive offices by January 19, 2008. In order for proposals made outside of Rule 14a-8 under the Exchange Act to be considered "timely" within the meaning of Rule 14a-4(c) under the Exchange Act, such proposals must be received by the Fund at the Fund's principal executive offices not later than April 4, 2008. Timely submission of a proposal does not necessarily mean that such proposal will be included. Any shareholder who wishes to submit a proposal for consideration at a meeting of such shareholder's Fund should send such proposal to the respective Fund at the principal executive offices of the Fund at 1221 Avenue of the Americas, New York, New York 10020, Attn: Van Kampen Asset Management General Counsel's Office. GENERAL Management of each Fund does not intend to present and does not have reason to believe that others will present any other items of business at the Meeting. However, if other matters are properly presented to the Meeting for a vote, the proxies will be voted upon such matters in accordance with the judgment of the persons acting under the proxies. A list of shareholders of each Fund entitled to be present and vote at the Meeting will be available at the offices of the respective Fund, 1 Parkview Plaza, Oakbrook Terrace, Illinois 60181-5555, for inspection by any shareholder during regular business hours for ten days prior to the date of the Meeting. Failure of a quorum to be present at the Meeting for any Fund may necessitate adjournment and may subject such Fund to additional expense. IF YOU CANNOT BE PRESENT IN PERSON, YOU ARE REQUESTED TO FILL IN, SIGN AND RETURN THE ENCLOSED PROXY PROMPTLY. NO POSTAGE IS REQUIRED IF MAILED IN THE UNITED STATES. STEFANIE V. CHANG, Vice President May 10, 2007 24 ANNEX A VAN KAMPEN CLOSED-END FUNDS The following list sets forth the Van Kampen closed-end investment companies (the "Funds") participating in the Joint Annual Meeting of Shareholders to be held at the offices of Van Kampen Investments Inc., 1 Parkview Plaza, Oakbrook Terrace, Illinois 60181-5555 on Friday, June 22, 2007, at 9:30 a.m. The name in the first column below is the legal name for each Fund. The name in the second column is the abbreviated name of each Fund and the designation in the third column is the stock symbol of each Fund; the abbreviated name or stock symbol are sometimes used to identify a specific Fund in the Joint Proxy Statement. Each of the Funds has issued common shares of beneficial interest and such common shares of the Funds are referred to herein as the "Common Shares." Each of the Funds have issued preferred shares of beneficial interest with a liquidation preference per share as designated in the fourth column below, and such preferred shares of the Funds are referred to herein as the "Preferred Shares."

PREFERRED SHARES LEGAL NAME ABBREVIATED NAME STOCK SYMBOL OUTSTANDING ---------- ---------------- ------------ ---------------- Van Kampen Select Sector Select Sector VKL Remarketed Preferred Shares, Municipal Trust Municipal Trust liquidation preference $25,000 per share Van Kampen Municipal Trust Municipal Trust VKQ Auction Preferred Shares, liquidation preference $25,000 per share Van Kampen Ohio Quality Ohio Quality Municipal VOQ Auction Preferred Shares, Municipal Trust Trust liquidation preference $25,000 per share Van Kampen Trust for Insured Trust for Insured VIM Auction Preferred Shares, Municipals Municipals liquidation preference $25,000 per share Van Kampen Trust for Trust for Investment VGM Auction Preferred Shares, Investment Grade Municipals Grade Municipals liquidation preference $25,000 per share Van Kampen Trust for Trust for Investment VTN Auction Preferred Shares, Investment Grade New York Grade New York liquidation preference Municipals Municipals $25,000 per share Van Kampen Trust for Trust for Investment VTJ Auction Preferred Shares, Investment Grade New Jersey Grade New Jersey liquidation preference Municipals Municipals $25,000 per share Van Kampen Municipal Municipal Opportunity VMO Auction Preferred Shares, Opportunity Trust Trust liquidation preference $25,000 per share Van Kampen Massachusetts Massachusetts Value VMV Auction Preferred Shares, Value Municipal Income Municipal Income liquidation preference Trust Trust $25,000 per share Van Kampen California Value California Value VCV Auction Preferred Shares, Municipal Income Trust Municipal Income liquidation preference Trust $25,000 per share

A-1

PREFERRED SHARES LEGAL NAME ABBREVIATED NAME STOCK SYMBOL OUTSTANDING ---------- ---------------- ------------ ---------------- Van Kampen Pennsylvania Pennsylvania Value VPV Auction Preferred Shares, Value Municipal Income Municipal Income liquidation preference Trust Trust $25,000 per share Van Kampen Advantage Advantage Municipal VKI Auction Preferred Shares, Municipal Income Trust II Income Trust II liquidation preference $25,000 per share Van Kampen High Income High Income Trust II VLT Auction Preferred Shares, Trust II liquidation preference $25,000 per share Van Kampen Senior Income Senior Income Trust VVR Auction Preferred Shares, Trust liquidation preference $25,000 per share

A-2 ANNEX B VAN KAMPEN CLOSED-END FUNDS The following list sets forth the number of issued and outstanding Common Shares and Preferred Shares, where applicable, for each Fund as of April 27, 2007, the Record Date.

FUND NAME COMMON SHARES PREFERRED SHARES --------- ------------- ---------------- Select Sector Municipal Trust 15,482,002 5,160 Municipal Trust 39,379,538 13,000 Ohio Quality Municipal Trust 5,836,300 2,000 Trust for Insured Municipals 9,796,346 3,600 Trust for Investment Grade Municipals 43,712,947 17,200 Trust for Investment Grade New York Municipals 15,451,295 5,800 Trust for Investment Grade New Jersey Municipals 6,100,213 2,600 Municipal Opportunity Trust 34,128,536 13,600 Massachusetts Value Municipal Income Trust 2,690,767 1,000 California Value Municipal Income Trust 21,909,988 8,000 Pennsylvania Value Municipal Income Trust 24,551,352 8,000 Advantage Municipal Income Trust II 45,041,467 16,800 High Income Trust II 18,870,327 2,616 Senior Income Trust 180,010,000 28,000

B-1 ANNEX C The table below sets forth the year in which each of the Trustees initially was elected or appointed to the Board of Trustees of each Fund.

INDEPENDENT TRUSTEES ---------------------------------------------------------- ARCH CHOATE DAMMEYER HEAGY KENNEDY KERR NELSON ---- ------ -------- ----- ------- ---- ------ High Income Trust II (VLT)............................. 1989 2003 1989 2003 2003 1992 2003 Municipal Trust (VKQ).................................. 1991 2003 1991 2003 2003 1992 2003 Ohio Quality Municipal Trust (VOQ)..................... 1991 2003 1991 2003 2003 1992 2003 Trust for Insured Municipals (VIM)..................... 1991 2003 1991 2003 2003 1992 2003 Trust for Investment Grade Municipals (VGM)............ 1991 2003 1991 2003 2003 1992 2003 Municipal Opportunity Trust (VMO)...................... 1992 2003 1992 2003 2003 1992 2003 Trust for Investment Grade New Jersey Municipals (VTJ)................................................. 1992 2003 1992 2003 2003 1992 2003 Trust for Investment Grade New York Municipals (VTN)... 1992 2003 1992 2003 2003 1992 2003 Advantage Municipal Income Trust II (VKI).............. 1993 2003 1993 2003 2003 1993 2003 California Value Municipal Income Trust (VCV).......... 1993 2003 1993 2003 2003 1993 2003 Massachusetts Value Municipal Income Trust (VMV)....... 1993 2003 1993 2003 2003 1993 2003 Pennsylvania Value Municipal Income Trust (VPV)........ 1993 2003 1993 2003 2003 1993 2003 Select Sector Municipal Trust (VKL).................... 1993 2003 1993 2003 2003 1993 2003 Senior Income Trust (VVR).............................. 1998 2006 1998 2006 2006 1998 2006

INDEPENDENT TRUSTEES INTERESTED TRUSTEE ---------------------- ------------------ SONNENSCHEIN WOOLSEY WHALEN ------------ ------- ------ High Income Trust II (VLT)............................. 1994 2003 1989 Municipal Trust (VKQ).................................. 1994 2003 1991 Ohio Quality Municipal Trust (VOQ)..................... 1994 2003 1991 Trust for Insured Municipals (VIM)..................... 1994 2003 1991 Trust for Investment Grade Municipals (VGM)............ 1994 2003 1991 Municipal Opportunity Trust (VMO)...................... 1994 2003 1992 Trust for Investment Grade New Jersey Municipals (VTJ)................................................. 1994 2003 1992 Trust for Investment Grade New York Municipals (VTN)... 1994 2003 1992 Advantage Municipal Income Trust II (VKI).............. 1994 2003 1993 California Value Municipal Income Trust (VCV).......... 1994 2003 1993 Massachusetts Value Municipal Income Trust (VMV)....... 1994 2003 1993 Pennsylvania Value Municipal Income Trust (VPV)........ 1994 2003 1993 Select Sector Municipal Trust (VKL).................... 1994 2003 1993 Senior Income Trust (VVR).............................. 1998 2006 1998

C-1 ANNEX D 2006 AGGREGATE COMPENSATION BEFORE DEFERRAL FROM EACH FUND

INDEPENDENT TRUSTEES ----------------------------------------------------------------- NAME OF FUND FISCAL YEAR-END ARCH CHOATE DAMMEYER HEAGY KENNEDY KERR NELSON ------------ --------------- ---- ------ -------- ----- ------- ---- ------ Advantage Municipal Income Trust II................................ 10/31 $5,923 $7,231 $5,923 $7,231 $7,231 $5,923 $6,944 California Value Municipal Income Trust............................. 10/31 4,603 5,608 4,603 5,608 5,608 4,603 5,321 Massachusetts Value Municipal Income Trust...................... 10/31 2,291 2,426 2,291 2,426 2,426 2,291 2,139 Municipal Opportunity Trust........ 10/31 5,612 6,892 5,612 6,892 6,892 5,612 6,605 Municipal Trust.................... 10/31 6,603 8,384 6,603 8,384 8,384 6,603 8,097 Ohio Quality Municipal Trust....... 10/31 2,902 3,183 2,902 3,183 3,183 2,902 2,896 Pennsylvania Value Municipal Income Trust............................. 10/31 4,215 4,963 4,215 4,963 4,963 4,215 4,676 Select Sector Municipal Trust...... 10/31 3,884 4,539 3,884 4,539 4,539 3,884 4,252 Trust for Insured Municipals....... 10/31 3,160 3,625 3,160 3,625 3,625 3,160 3,338 Trust for Investment Grade Municipals........................ 10/31 7,820 9,980 7,820 9,980 9,980 7,820 9,693 Trust for Investment Grade New Jersey Municipals................. 10/31 2,801 3,129 2,801 3,129 3,129 2,801 2,842 Trust for Investment Grade New York Municipals........................ 10/31 4,379 5,140 4,379 5,140 5,140 4,379 4,853 High Income Trust II............... 12/31 2,448 2,613 2,448 2,613 2,613 2,448 2,326 Senior Income Trust................ 7/31 16,286 -- 16,286 -- -- 16,286 --

INDEPENDENT TRUSTEES INTERESTED TRUSTEE ---------------------- ------------------- NAME OF FUND SONNENSCHEIN WOOLSEY WHALEN ------------ ------------ ------- ------ Advantage Municipal Income Trust II................................ $5,923 $7,231 $5,923 California Value Municipal Income Trust............................. 4,603 5,608 4,603 Massachusetts Value Municipal Income Trust...................... 2,291 2,426 2,291 Municipal Opportunity Trust........ 5,612 6,892 5,612 Municipal Trust.................... 6,603 8,384 6,603 Ohio Quality Municipal Trust....... 2,902 3,183 2,902 Pennsylvania Value Municipal Income Trust............................. 4,215 4,963 4,215 Select Sector Municipal Trust...... 3,884 4,539 3,884 Trust for Insured Municipals....... 3,160 3,625 3,160 Trust for Investment Grade Municipals........................ 7,820 9,980 7,820 Trust for Investment Grade New Jersey Municipals................. 2,801 3,129 2,801 Trust for Investment Grade New York Municipals........................ 4,379 5,140 4,379 High Income Trust II............... 2,448 2,613 2,448 Senior Income Trust................ 16,286 -- 16,286

D-1 ANNEX E 2006 AGGREGATE COMPENSATION DEFERRED FOR EACH FUND

INDEPENDENT TRUSTEES -------------------------------------- NAME OF FUND FISCAL YEAR-END CHOATE DAMMEYER HEAGY KENNEDY ------------ --------------- ------ -------- ----- ------- Advantage Municipal Income Trust II.............. 10/31 $7,231 $5,923 $7,231 $3,616 California Value Municipal Income Trust.......... 10/31 5,608 4,603 5,608 2,804 Massachusetts Value Municipal Income Trust....... 10/31 2,426 2,291 2,426 1,213 Municipal Opportunity Trust...................... 10/31 6,892 5,612 6,892 3,446 Municipal Trust.................................. 10/31 8,384 6,603 8,384 4,192 Ohio Quality Municipal Trust..................... 10/31 3,183 2,902 3,183 1,592 Pennsylvania Value Municipal Income Trust........ 10/31 4,963 4,215 4,963 2,482 Select Sector Municipal Trust.................... 10/31 4,539 3,884 4,539 2,270 Trust for Insured Municipals..................... 10/31 3,625 3,160 3,625 1,813 Trust for Investment Grade Municipals............ 10/31 9,980 7,820 9,980 4,990 Trust for Investment Grade New Jersey Municipals...................................... 10/31 3,129 2,801 3,129 1,565 Trust for Investment Grade New York Municipals... 10/31 5,140 4,379 5,140 2,570 High Income Trust II............................. 12/31 2,613 2,448 2,613 1,307 Senior Income Trust.............................. 7/31 -- 16,286 -- --

INDEPENDENT TRUSTEES INTERESTED TRUSTEE ---------------------- ------------------ NAME OF FUND NELSON SONNENSCHEIN WHALEN ------------ ------ ------------ ------ Advantage Municipal Income Trust II.............. $6,944 $5,923 $5,923 California Value Municipal Income Trust.......... 5,321 4,603 4,603 Massachusetts Value Municipal Income Trust....... 2,139 2,291 2,291 Municipal Opportunity Trust...................... 6,605 5,612 5,612 Municipal Trust.................................. 8,097 6,603 6,603 Ohio Quality Municipal Trust..................... 2,896 2,902 2,902 Pennsylvania Value Municipal Income Trust........ 4,676 4,215 4,215 Select Sector Municipal Trust.................... 4,252 3,884 3,884 Trust for Insured Municipals..................... 3,338 3,160 3,160 Trust for Investment Grade Municipals............ 9,693 7,820 7,820 Trust for Investment Grade New Jersey Municipals...................................... 2,842 2,801 2,801 Trust for Investment Grade New York Municipals... 4,853 4,379 4,379 High Income Trust II............................. 2,326 2,448 2,448 Senior Income Trust.............................. -- 16,286 16,286

E-1 ANNEX F CUMULATIVE COMPENSATION DEFERRED (PLUS INTEREST) FROM EACH FUND

INDEPENDENT TRUSTEES ----------------------------------------------------------- NAME OF FUND FISCAL YEAR-END ARCH CHOATE DAMMEYER HEAGY KENNEDY KERR ------------ --------------- ---- ------ -------- ----- ------- ---- Advantage Municipal Income Trust II.......... 10/31 $41,064 $48,838 $211,099 $49,226 $5,290 $104,143 California Value Municipal Income Trust...... 10/31 61,596 35,510 233,575 35,705 3,265 134,198 Massachusetts Value Municipal Income Trust... 10/31 -- 8,066 39,799 8,147 1,319 33,112 Municipal Opportunity Trust.................. 10/31 20,532 39,420 147,006 39,750 4,521 70,571 Municipal Trust.............................. 10/31 20,532 40,642 149,290 40,961 4,599 70,961 Ohio Quality Municipal Trust................. 10/31 20,532 14,709 99,215 14,823 1,742 66,324 Pennsylvania Value Municipal Income Trust.... 10/31 61,596 38,232 238,096 38,499 3,718 134,495 Select Sector Municipal Trust................ 10/31 20,532 21,266 111,768 21,438 2,488 67,435 Trust for Insured Municipals................. 10/31 -- 12,948 50,978 13,078 1,979 34,154 Trust for Investment Grade Municipals........ 10/31 20,532 48,180 162,105 48,586 5,485 72,055 Trust for Investment Grade New Jersey Municipals.................................. 10/31 -- 11,508 73,239 11,618 1,706 66,455 Trust for Investment Grade New York Municipals.................................. 10/31 41,064 27,326 170,346 27,525 2,828 100,547 High Income Trust II......................... 12/31 20,532 14,273 101,005 14,357 1,609 66,881 Senior Income Trust.......................... 7/31 -- -- 136,484 -- -- 11,127

INTERESTED INDEPENDENT TRUSTEES TRUSTEE ---------------------- ----------- NAME OF FUND NELSON SONNENSCHEIN WHALEN ------------ ------ ------------ ------ Advantage Municipal Income Trust II.......... $49,195 $238,041 $234,236 California Value Municipal Income Trust...... 36,175 263,216 254,415 Massachusetts Value Municipal Income Trust... 7,990 45,697 43,702 Municipal Opportunity Trust.................. 39,542 166,107 164,676 Municipal Trust.............................. 40,775 168,698 167,452 Ohio Quality Municipal Trust................. 14,876 112,371 107,729 Pennsylvania Value Municipal Income Trust.... 38,864 268,248 259,671 Select Sector Municipal Trust................ 21,420 126,485 122,682 Trust for Insured Municipals................. 12,861 58,298 57,050 Trust for Investment Grade Municipals........ 48,288 183,252 182,746 Trust for Investment Grade New Jersey Municipals.................................. 11,425 83,975 80,036 Trust for Investment Grade New York Municipals.................................. 27,725 192,210 185,710 High Income Trust II......................... 14,455 114,375 110,067 Senior Income Trust.......................... -- 151,696 160,222

F-1 ANNEX G TRUSTEE OWNERSHIP OF COMMON SHARES OF THE FUNDS The table below indicates the number of Common Shares of the respective Funds listed below owned by each Trustee listed below as of April 27, 2007, and the percentage of such Trustee's Common Shares to the total Common Shares outstanding for such Fund is shown in parenthesis when such ownership individually exceeds 1% of the total Common Shares outstanding.

INDEPENDENT TRUSTEES INTERESTED TRUSTEE ----------------------------------------------------------------- ------------------ ARCH DAMMEYER HEAGY KENNEDY SONNENSCHEIN WOOLSEY WHALEN ---- -------- ----- ------- ------------ ------- ------ Advantage Municipal Income Trust II...... 500.. 411,703 708 1,016 California Value Municipal Income Trust(1)................................ 352,674 High Income Trust II..................... 1,098.. 96,825 150 11,475 Municipal Opportunity Trust.............. 595.. 295,889 198 198 644 1,751 Municipal Trust.......................... 1,126.. 34,547 162 162 486 1,398 Select Sector Municipal Trust............ 1,011.. 166,423 100 100 350 502 Senior Income Trust...................... 11,080 500 500 Trust for Insured Municipals............. 300.. 15,249 50 914 Trust for Investment Grade Municipals.... 637 32,606 58 58 175 685 1,415

--------------- (1) The Trustees as a group own 1.61% of the total Common Shares outstanding of California Value Municipal Income Trust G-1 ANNEX H TRUSTEE BENEFICIAL OWNERSHIP OF SECURITIES The table below indicates the aggregate dollar range of equity securities of the respective Funds listed below owned by each Trustee listed below as of April 27, 2007.

INDEPENDENT TRUSTEES ---------------------------------------------------------------------------------------- ARCH CHOATE DAMMEYER HEAGY KENNEDY ---- ------ -------- ----- ------- Advantage Municipal Income Trust II................................. $1-$10,000 over $100,000 California Value Municipal Trust.... over $100,000 High Income Trust II................ $1-$10,000 over $100,000 $1-$10,000 Municipal Opportunity Trust......... $1-$10,000 over $100,000 $1-$10,000 $1-$10,000 Municipal Trust..................... $10,001-$50,000 over $100,000 $1-$10,000 $1-$10,000 Select Sector Municipal Trust....... $10,001-$50,000 over $100,000 $1-$10,000 $1-$10,000 Senior Income Trust................. $50,001-$100,000 Trust for Insured Municipals........ $1-$10,000 over $100,000 $1-$10,000 Trust for Investment Grade Municipals......................... $10,001-$50,000 over $100,000 $1-$10,000 $1-$10,000 Aggregate Dollar Range of Equity Securities in all Registered Investment Companies Overseen by Trustee in the Fund Complex........ over $100,000 $10,001-$50,000 over $100,000 $50,001-$100,000 over $100,000

INDEPENDENT TRUSTEES INTERESTED TRUSTEE ------------------------------------------------------------ ------------------ KERR NELSON SONNENSCHEIN WOOLSEY WHALEN ---- ------ ------------ ------- ------ Advantage Municipal Income Trust II................................. $1-$10,000 $10,001-$50,000 California Value Municipal Trust.... High Income Trust II................ $10,001-$50,000 Municipal Opportunity Trust......... $10,001-$50,000 $10,001-$50,000 Municipal Trust..................... $1-$10,000 $10,001-$50,000 Select Sector Municipal Trust....... $1-$10,000 $1-$10,000 Senior Income Trust................. $1-$10,000 $1-$10,000 Trust for Insured Municipals........ $10,001-$50,000 Trust for Investment Grade Municipals......................... $1-$10,000 $10,001-$50,000 $10,001-$50,000 Aggregate Dollar Range of Equity Securities in all Registered Investment Companies Overseen by Trustee in the Fund Complex........ $1-$10,000 $1-$10,000 $10,001-$50,000 $10,001-$50,000 over $100,000

H-1 ANNEX I TRUSTEE BENEFICIAL OWNERSHIP OF SECURITIES The table below indicates the aggregate dollar range of equity securities of the respective Funds listed below owned by each Trustee, combining equity beneficial ownership with such Trustees' deferred compensation amounts, as of April 27, 2007.

INDEPENDENT TRUSTEES ----------------------------------------------------------------------------------- ARCH CHOATE DAMMEYER HEAGY KENNEDY ---- ------ -------- ----- ------- Advantage Municipal Income Trust II..... $1-$10,000 over $100,000 California Value Municipal Income Trust.................................. over $100,000 High Income Trust II.................... $1-$10,000 over $100,000 $1-$10,000 Municipal Opportunity Trust............. $1-$10,000 over $100,000 $1-$10,000 $1-$10,000 Municipal Trust......................... $10,001-$50,000 over $100,000 $1-$10,000 $1-$10,000 Select Sector Municipal Trust........... $10,001-$50,000 over $100,000 $1-$10,000 $1-$10,000 Senior Income Trust..................... $50,001-$100,000 over $100,000 Trust for Insured Municipals............ $1-$10,000 over $100,000 $1-$10,000 Trust for Investment Grade Municipals... $1-$10,000 over $100,000 $1-$10,000 $1-$10,000 Aggregate Dollar Range of Equity Securities and Deferred Compensation in all Registered Investment Companies Overseen by Trustee in the Fund Complex................................ over $100,000 over $100,000 over $100,000 over $100,000 over $100,000

INDEPENDENT TRUSTEES INTERESTED TRUSTEE --------------------------------------------------------------- ------------------ KERR NELSON SONNENSCHEIN WOOLSEY WHALEN ---- ------ ------------ ------- ------ Advantage Municipal Income Trust II..... over $100,000 $1-$10,000 $10,001-$50,000 California Value Municipal Income Trust.................................. High Income Trust II.................... $10,001-$50,000 Municipal Opportunity Trust............. $10,001- $10,001-$50,000 $50,000 Municipal Trust......................... $1-$10,000 $10,001-$50,000 Select Sector Municipal Trust........... $1-$10,000 $1-$10,000 Senior Income Trust..................... over $100,000 over $100,000 over $100,000 Trust for Insured Municipals............ $10,001-$50,000 Trust for Investment Grade Municipals... $1-$10,000 $10,001-$50,000 $10,001-$50,000 Aggregate Dollar Range of Equity Securities and Deferred Compensation in all Registered Investment Companies Overseen by Trustee in the Fund Complex................................ over $100,000 over $100,000 over $100,000 over $100,000 over $100,000

I-1 ANNEX J FISCAL YEAR END 2006 AUDIT AND OTHER FEES

NON-AUDIT FEES -------------------------------------------------------- NAME OF FUND FISCAL YEAR-END AUDIT FEES AUDIT-RELATED(2) TAX(3) ALL OTHER TOTAL NON-AUDIT TOTAL ------------ --------------- ---------- ---------------- ------ --------- --------------- ----- Advantage Municipal Income Trust II.................... 10/31 $27,300 $ 400 $1,600 $0 $ 2,000 $ 29,300 California Value Municipal Income Trust................ 10/31 27,300 400 1,600 0 2,000 29,300 Massachusetts Value Municipal Income Trust................ 10/31 27,300 400 1,600 0 2,000 29,300 Municipal Opportunity Trust....................... 10/31 33,300 400 1,600 0 2,000 35,300 Municipal Trust.............. 10/31 33,300 400 1,600 0 2,000 35,300 Ohio Quality Municipal Trust....................... 10/31 27,300 400 1,600 0 2,000 29,300 Pennsylvania Value Municipal Income Trust................ 10/31 27,300 400 1,600 0 2,000 29,300 Select Sector Municipal Trust....................... 10/31 27,300 400 1,600 0 2,000 29,300 Trust for Insured Municipals.................. 10/31 33,300 400 1,600 0 2,000 35,300 Trust for Investment Grade Municipals.................. 10/31 33,300 400 1,600 0 2,000 35,300 Trust for Investment Grade New Jersey Municipals....... 10/31 27,300 400 1,600 0 2,000 29,300 Trust for Investment Grade New York Municipals......... 10/31 27,300 400 1,600 0 2,000 29,300 High Income Trust II......... 12/31 45,500 800(5) 1,600 0 2,400 47,900 Senior Income Trust.......... 7/31 75,800 16,500(4) 2,400 0 18,900 94,700 Covered Entities(1).......... N/A 244,200 0 0 244,200 244,200

--------------- N/A- Not applicable. (1) Covered Entities include the Adviser (excluding sub-advisers) and any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Funds. (2) 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 SAS 70 reports of Covered Entities. (3) Tax Fees represent tax advice and compliance services provided in connection with the review of the Funds' tax returns. (4) Audit-Related Fees represent agreed upon procedures related to the maintenance of preferred shares by the fund. (5) Audit-Related Fees represent agreed upon procedures provided that are reasonably related to the performance of the audit of the financial statements of the fund. J-1 FISCAL YEAR END 2005 AUDIT AND OTHER FEES

AUDIT FEES NON-AUDIT FEES TOTAL ---------- -------------------------------------------------------- ----- NAME OF FUND FISCAL YEAR-END AUDIT-RELATED(2) TAX(3) ALL OTHER TOTAL NON-AUDIT ------------ --------------- ---------------- ------ --------- --------------- Advantage Municipal Income Trust II.................... 10/31 $ 26,450 $ 400 $1,600 $0 $ 2,000 $ 28,450 California Value Municipal Income Trust................ 10/31 26,450 400 1,600 0 2,000 28,450 Massachusetts Value Municipal Income Trust................ 10/31 26,450 400 1,600 0 2,000 28,450 Municipal Opportunity Trust....................... 10/31 32,350 400 1,600 0 2,000 34,350 Municipal Trust.............. 10/31 32,350 400 1,600 0 2,000 34,350 Ohio Quality Municipal Trust....................... 10/31 26,450 400 1,600 0 2,000 28,450 Pennsylvania Value Municipal Income Trust................ 10/31 26,450 400 1,600 0 2,000 28,450 Select Sector Municipal Trust....................... 10/31 26,450 400 1,600 0 2,000 28,450 Trust for Insured Municipals.................. 10/31 32,350 400 1,600 0 2,000 34,350 Trust for Investment Grade Municipals.................. 10/31 32,350 400 1,600 0 2,000 34,350 Trust for Investment Grade New Jersey Municipals....... 10/31 26,450 400 1,600 0 2,000 28,450 Trust for Investment Grade New York Municipals......... 10/31 26,450 400 1,600 0 2,000 28,450 High Income Trust II......... 12/31 44,200 800(5) 1,600 0 2,400 46,600 Senior Income Trust.......... 7/31 73,550 10,000(4) 2,400 0 12,400 85,950 Covered Entities(1).......... N/A 321,000 0 0 321,000 321,000

--------------- N/A- Not applicable. (1) Covered Entities include the Adviser (excluding sub-advisers) and any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Funds. (2) 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 SAS 70 reports of Covered Entities. (3) Tax Fees represent tax advice and compliance services provided in connection with the review of the Funds' tax returns. (4) Audit-Related Fees represent agreed upon procedures related to the maintenance of preferred shares by the fund. (5) Audit-Related Fees represent agreed upon procedures provided that are reasonably related to the performance of the audit of the financial statements of the fund. J-2 [VAN KAMPEN INVESTMENTS LOGO] VKCL 07 [X] PLEASE MARK VOTES AS IN THIS EXAMPLE FORM OF PROXY VAN KAMPEN XXXXX TRUST JOINT ANNUAL MEETING OF SHAREHOLDERS PROXY SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES The undersigned holder of Common Shares of VAN KAMPEN XXXXX TRUST, a XXXXX business trust (the "Fund"), hereby appoints XXXXX, XXXXX and XXXXX and each of them or their respective designees, with full power of substitution and revocation, as proxies to represent the undersigned at the Joint Annual Meeting of Shareholders to be held at the offices of Van Kampen Investments Inc., 1 Parkview Plaza, Oakbrook Terrace, Illinois 60181-5555, on Friday, June 22, 2007 at 9:30 a.m., and any and all adjournments thereof (the "Meeting"), and thereat to vote all XXXXX Shares which the undersigned would be entitled to vote, with all powers the undersigned would possess if personally present, in accordance with the instructions indicated herein. FOR ALL 1. Authority to vote for the election as Trustees, the nominees FOR WITHHOLD EXCEPT named below: [ ] [ ] [ ] Class X Trustees: (01) XXXXX, (02) XXXXX (03) XXXXX and (04) XXXXX ------------------------------------------------------------ TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, CHECK "FOR ALL EXCEPT" AND WRITE THE NOMINEE'S NAME ON THE LINE BELOW. ------------------------------------------------------------ 2. To transact such other business as may properly come before the Meeting. If more than one of the proxies, or their substitutes, are present at the Meeting or any adjournment thereof, they jointly (or, if only one is present and voting then that one) shall have authority and may exercise all powers granted hereby. This Proxy, when properly executed, will be voted in accordance with the instructions marked by the undersigned on the reverse side. IF NO SPECIFICATION IS MADE, THIS PROXY WILL BE VOTED "FOR" THE PROPOSAL DESCRIBED HEREIN AND IN THE DISCRETION OF THE PROXIES UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING. THE UNDERSIGNED HEREBY ACKNOWLEDGES RECEIPT OF THE ACCOMPANYING NOTICE OF MEETING AND JOINT PROXY STATEMENT FOR THE MEETING TO BE HELD ON JUNE 22, 2007. PLEASE VOTE, DATE AND SIGN ON REVERSE SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE HAS YOUR ADDRESS CHANGED? Date -------------------------------------------- ------------------ Shareholder signature ------------------------------------------ -------------------------------------------- Date -------------- Co-owner signature (if applicable) ------------------------------------------ ------------------------------------------ Mark box at right if an address change has been noted on the reverse side of this card. [ ] Please sign this Proxy exactly as your name or names appear on the books of the Fund. When signing as attorney, trustee, executor, administrator, custodian, guardian or corporate officer, please give full title. If common shares are held jointly, each holder must sign.