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 811-02424 Van Kampen Emerging Growth Fund - -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) 1221 Avenue of the Americas, New York, New York 10020 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Ronald Robison 1221 Avenue of the Americas, New York, New York 10020 - -------------------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: 212-762-4000 Date of fiscal year end: 8/31 Date of reporting period: 8/31/05 Item 1. Reports to Shareholders. The Fund's annual report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940 is as follows: Welcome, Shareholder In this report, you'll learn about how your investment in Van Kampen Emerging Growth Fund 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 fund's financial statements and a list of fund investments as of August 31, 2005. THIS MATERIAL MUST BE PRECEDED OR ACCOMPANIED BY A PROSPECTUS FOR THE FUND BEING OFFERED. THE PROSPECTUS CONTAINS INFORMATION ABOUT THE FUND, INCLUDING THE INVESTMENT OBJECTIVES, RISKS, CHARGES AND EXPENSES. PLEASE READ THE PROSPECTUS CAREFULLY BEFORE INVESTING. MARKET FORECASTS PROVIDED IN THIS REPORT MAY NOT NECESSARILY COME TO PASS. THERE IS NO ASSURANCE THAT A MUTUAL FUND WILL ACHIEVE ITS INVESTMENT OBJECTIVE. FUNDS ARE SUBJECT TO MARKET RISK, WHICH IS THE POSSIBILITY THAT THE MARKET VALUES OF SECURITIES OWNED BY THE FUND WILL DECLINE AND THAT THE VALUE OF FUND SHARES MAY THEREFORE BE LESS THAN WHAT YOU PAID FOR THEM. ACCORDINGLY, YOU CAN LOSE MONEY INVESTING IN THIS FUND. <Table> <Caption> --------------------------------------------------------------------------------------- NOT FDIC INSURED OFFER NO BANK GUARANTEE MAY LOSE VALUE --------------------------------------------------------------------------------------- NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY NOT A DEPOSIT --------------------------------------------------------------------------------------- </Table> Performance Summary PERFORMANCE OF A $10,000 INVESTMENT This chart compares your fund's performance to that of the Russell 1000 Growth Index from 8/31/1995 through 8/31/2005. Class A shares, adjusted for sales charges. (LINE GRAPH) <Table> <Caption> VAN KAMPEN EMERGING GROWTH FUND RUSSELL 1000 GROWTH INDEX -------------------------- ------------------------- 8/95 9424 10000 9755 10461 9544 10468 9884 10876 12/95 10083 10938 9961 11303 10444 11510 10771 11525 11615 11828 12094 12241 11863 12258 10745 11539 11360 11837 12385 12699 11955 12775 12180 13734 12/96 11890 13465 12582 14409 11554 14311 10900 13537 11336 14436 12433 15478 12973 16097 14350 17520 14136 16495 15313 17307 14344 16666 14136 17375 12/97 14427 17569 14254 18095 15808 19455 16723 20232 16910 20511 16160 19928 17591 21148 17052 21008 13826 17855 15333 19226 15425 20772 16665 22353 12/98 19436 24369 21320 25800 19848 24621 22293 25918 22393 25952 21474 25155 23543 26916 23317 26060 24209 26485 24544 25929 27267 27886 31543 29389 12/99 39596 32446 39533 30924 52249 32436 49807 34759 43702 33104 39125 31439 44028 33822 43031 32412 49485 35348 47010 32004 42551 30490 33714 25996 12/00 35097 25175 34420 26914 29439 22344 26884 19913 28802 22432 28204 22102 27343 21590 26018 21050 24139 19328 21585 17399 22026 18312 23463 20072 12/01 23659 20034 23105 19680 21780 18863 22384 19516 21579 17923 20869 17489 19214 15872 17409 14999 17308 15044 16262 13484 16844 14720 17135 15519 12/02 15798 14447 15625 14096 15620 14031 15888 14292 16810 15350 17968 16116 17968 16338 18465 16745 19052 17162 18392 16978 20002 17932 20221 18119 12/03 20198 18746 20489 19128 20651 19251 20433 18892 19768 18673 20209 19023 20679 19260 19298 18172 19086 18083 19639 18255 19963 18540 21037 19177 12/04 21613 19929 20830 19265 21249 19470 20847 19115 20092 18752 21255 19660 21450 19587 22378 20545 8/05 22272 20280 </Table> <Table> <Caption> I SHARES R SHARES A SHARES B SHARES C SHARES SINCE SINCE since 10/02/70 since 04/20/92 since 7/06/93 10/17/00 10/01/02 - --------------------------------------------------------------------------------------------------------------- W/MAX W/MAX W/MAX 5.75% 5.00% 1.00% AVERAGE ANNUAL W/O SALES SALES W/O SALES SALES W/O SALES SALES W/O SALES W/O SALES TOTAL RETURNS CHARGES CHARGE CHARGES CHARGE CHARGES CHARGE CHARGES CHARGES Since Inception 14.84% 14.64% 11.30% 11.30% 9.53% 9.53% -12.83% 10.05% 10-Year 8.98 8.34 8.48 8.48 8.16 8.16 N/A N/A 5-Year -14.76 -15.76 -15.41 -15.61 -15.40 -15.40 N/A N/A 1-Year 16.70 9.99 15.82 10.82 15.78 14.78 17.00 16.34 - --------------------------------------------------------------------------------------------------------------- </Table> 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 FUND SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. The returns shown in this report do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Performance of share classes will vary due to differences in sales charges and expenses. Average annual total return with sales charges includes payment of the maximum sales charge of 5.75 percent for Class A shares, a contingent deferred sales charge of 5.00 percent for Class B shares (in year one and declining to zero after year five), a contingent deferred sales charge of 1.00 percent for Class C shares in year one, and combined Rule 12b-1 fees and service fees of up to 0.25 percent for Class A shares and up to 1.00 percent for Class B and C shares. The since inception and 10-year returns for Class B shares reflect the conversion of Class B shares into Class A shares six years after purchase. The since inception returns for Class C shares reflect the conversion of Class C shares into Class A shares ten years after purchase. See footnote 3 in the Notes to Financial Statements for additional information. Class D shares were renamed as Class I shares effective September 1, 2004. There has been no change to the current fee structure as a result of this change. Class I Shares are offered without any sales charges on purchases or sales and without any distribution 12b-1 fee and service fee. Class I Shares are available for purchase exclusively by investors through (i) tax-exempt retirement plans with assets of at least one million dollars (including 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase plans, defined benefit plans and non-qualified deferred compensation plans), (ii) fee-based investment programs with assets of at least one million dollars and (iii) institutional clients with assets of at least one million dollars. Class R Shares are offered without any sales charges on purchases or sales. Class R Shares are subject to distribution 12b-1 fees and service fees. Class R Shares are available for purchase exclusively by investors 1 through certain tax-exempt retirement plans (including 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans, defined benefit plans and non-qualified deferred compensation plans) held in plan level or omnibus accounts. Figures shown above assume reinvestment of all dividends and capital gains. The Russell 1000 Growth Index is generally representative of the U.S. market for large capitalization stocks. It contains securities that growth managers typically select from the Russell 1000 Index. The index does not include any expenses, fees or sales charges, which would lower performance. The index is unmanaged and should not be considered an investment. Source for index performance: Lipper Inc. 2 Fund Report FOR THE 12-MONTH PERIOD ENDED AUGUST 31, 2005 Van Kampen Emerging Growth Fund is managed by the Adviser's Multi-Cap Growth team.(1) Current members include Gary Lewis, Managing Director of the Adviser; Dudley Brickhouse, Janet Luby, and David Walker, Executive Directors of the Adviser; and Matthew Hart and Scott Miller, Vice Presidents of the Adviser. MARKET CONDITIONS Although the stock market continued to favor value stocks, growth stocks enjoyed increased recognition in the market, helped by a variety of factors. Earnings growth remained strong and balance sheets improved. Additionally, corporations became somewhat more willing to spend their cash stockpiles, which translated into stock buy-backs, increased dividends, and measured capital spending. While the markets were more stable than in years past, the period was not without volatility. For most of 2004, investors were apprehensive about the unfolding of events in Iraq, the threat of terrorist attacks, rising oil prices, and the possibility of another protracted outcome to the U.S. presidential election. Sentiment improved as oil prices fell from their highs at the end of October and the presidential election came to a quick and decisive close, setting the stage for a stock rally in November and December. After a brisk close to 2004, the equity market gave back gains in the first quarter of 2005 as investors took profits and energy prices resumed their climb. The misfortunes of the auto industry cast a shadow across the market overall, and raised new questions about economic growth. The environment brightened somewhat during June and July. Generally good corporate earnings, better economic data, improved consumer confidence, and merger-and-acquisition activity bolstered the markets, helping offset some concerns about spiking oil prices. The reporting period closed on a downbeat note, however. The Fed continued to raise rates to stave off inflation, while investors grew increasingly concerned with the effects of rising energy prices on the economy. This anxiety was exacerbated when oil prices topped $70 per barrel in the aftermath of Hurricane Katrina. Retail data showed signs of waning consumer spending. It remains to be seen whether the consumer is merely pausing or on the verge of a protracted retreat. (1)Team members may change without notice from time to time. 3 PERFORMANCE ANALYSIS The fund returned 16.70 percent for the 12 months ended August 31, 2005 (Class A shares, unadjusted for sales charges). In comparison, the fund's benchmark, the Russell 1000 Growth Index, returned 12.14 percent for the period. TOTAL RETURN FOR THE 12-MONTH PERIOD ENDED AUGUST 31, 2005 <Table> <Caption> - --------------------------------------------------------------------------- RUSSELL 1000(R) CLASS A CLASS B CLASS C CLASS I CLASS R GROWTH INDEX 16.70% 15.82% 15.78% 17.00% 16.34% 12.14% - --------------------------------------------------------------------------- </Table> THE PERFORMANCE FOR THE FIVE SHARE CLASSES VARIES BECAUSE EACH HAS DIFFERENT EXPENSES. THE FUND'S TOTAL RETURN FIGURES ASSUME THE REINVESTMENT OF ALL DISTRIBUTIONS, BUT DO NOT REFLECT THE DEDUCTION OF ANY APPLICABLE SALES CHARGES. SUCH COSTS WOULD LOWER PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. SEE PERFORMANCE SUMMARY FOR STANDARDIZED PERFORMANCE INFORMATION AND INDEX DEFINITIONS. The fund's performance was driven primarily by strong stock picks in the technology sector, particularly among companies within the computer hardware, Internet, software and semiconductor industries. These companies each benefited from innovative product lines and capitalized on product cycles and secular shifts (such as online advertising) which were better than their competitors. Technology companies have also benefited from improved sentiment. Stronger earnings growth and more visibility from company managements have increased investors' confidence of the sustainability of their growth rates. Investors are more willing to award these stocks with higher earnings multiples. This has proved advantageous for the fund's investment philosophy, which favors stocks with rising earnings expectations and rising valuations. Exposure to the energy sector, which showed the market's strongest leadership, also contributed gains to the fund's overall return. Heightened demand (particularly from China) and fears of supply disruption continued to support rising crude oil prices. Ongoing geopolitical risks and the fallout from hurricane season have translated into a premium on prices, as well. Within this environment, the market has rewarded exploration and production (E&P) companies that benefit from high prices of the commodity and whose returns on new investment (for example, drilling) are expanding. In turn, oil services companies benefit from E&P companies' heightened need for oil-related services. Materials stocks, not a traditional area of the market for growth investors, also boosted the fund's return. Positive fundamental trends driven largely by heightened demand from China and the ensuing strength in pricing and stock selection helped certain holdings generate gains for the fund. 4 During this reporting period, the fund had few significant detractors. The fund was hurt most by an underweight in telecommunications services stocks relative to the benchmark. Speculation, not evidence of fundamental improvements, fuelled stock price appreciation in the telecom group, as investors anticipated that recent merger and acquisition activity would be positive for the companies involved. While this buoyed the index's return, the fund held minimal telecommunications exposure during the reporting period. The fund had mixed results in the consumer discretionary sector. The fund's holdings here generally performed well for most of the reporting period, until August when consumer stocks tumbled on troubling retail sales numbers. Furthermore, some of the fund's holdings suffered from negative company- specific events. In contrast, the fund did have good results from home building stocks that have benefited from the housing boom and have taken market share from their competitors. Hotel stock exposure also benefited the fund due to an uptick in business and leisure travel. Going forward, we continue to monitor consumer confidence levels and are cautious about consumer-related stocks. Regardless of the market environment, we seek companies that show accelerating growth or more growth than the overall economy and that have rising earnings expectations or rising valuations. As growth fund managers, we are encouraged by recent economic and market trends. Although there is still a value bias in the equity market, we believe the climate for growth stocks has improved. Corporations have become more confident about spending cash surpluses to buy back shares of stock, increase capital investment or complete mergers. In addition, valuations of growth stocks have become particularly attractive, presenting an environment where companies with higher than average growth prospects may be more likely to outperform the overall market. There is no guarantee that any sectors mentioned will continue to perform well or that securities in such sectors will be held by the fund in the future. 5 <Table> <Caption> TOP TEN HOLDINGS AS OF AUGUST 31, 2005 Apple Computer, Inc. 2.2% Genentech, Inc. 1.8 Autodesk, Inc. 1.6 Marvell Technology Group, Ltd. 1.5 Amgen, Inc. 1.5 Intel Corp. 1.4 UnitedHealth Group, Inc. 1.3 Google, Inc., Class A 1.3 Burlington Resources, Inc. 1.2 Texas Instruments, Inc. 1.2 <Caption> SUMMARY OF INVESTMENTS BY INDUSTRY CLASSIFICATION AS OF AUGUST 31, 2005 Semiconductors 6.8% Biotechnology 6.3 Pharmaceuticals 5.8 Communications Equipment 4.7 Oil & Gas Exploration & Production 4.5 Computer Hardware 4.2 Managed Health Care 4.0 Aerospace & Defense 3.7 Oil & Gas Drilling 3.3 Systems Software 2.7 Application Software 2.4 Electric Utilities 2.4 Department Stores 2.2 Homebuilding 2.1 Apparel Retail 2.1 Health Care Services 2.0 Internet Software & Services 2.0 Investment Banking & Brokerage 1.9 Oil & Gas Refining & Marketing 1.4 Casinos & Gaming 1.4 Packaged Foods & Meats 1.3 Apparel, Accessories & Luxury Goods 1.3 Restaurants 1.3 Health Care Equipment 1.3 Movies & Entertainment 1.2 Semiconductor Equipment 1.2 Publishing 1.2 Hotels, Resorts & Cruise Lines 1.1 Consumer Finance 1.1 Health Care Supplies 1.0 Railroads 1.0 Specialty Stores 1.0 Oil & Gas Equipment & Services 0.9 Diversified Metals & Mining 0.9 Drug Retail 0.9 Computer & Electronics Retail 0.9 Life & Health Insurance 0.8 Property & Casualty 0.8 Footwear 0.8 Industrial Conglomerates 0.8 </Table> <Table> (continued on next page) </Table> 6 <Table> <Caption> INDUSTRIES AS A PERCENTAGE OF NET ASSETS AS OF AUGUST 31, 2005 (continued from previous page) Home Improvement Retail 0.8 Internet Retail 0.8 Personal Products 0.8 General Merchandise Stores 0.8 Computer Storage & Peripherals 0.7 Industrial Machinery 0.7 Asset Management & Custody Banks 0.7 Broadcasting & Cable TV 0.7 IT Consulting & Other Services 0.6 Automotive Retail 0.6 Electronic Manufacturing Services 0.5 Specialized Finance 0.5 Soft Drinks 0.5 Data Processing & Outsourcing Services 0.5 Wireless Telecommunication Services 0.5 Fertilizers & Agricultural Chemicals 0.5 Distillers & Vintners 0.4 Air Freight & Logistics 0.3 Home Entertainment Software 0.3 Trucks 0.1 Thrifts & Mortgage Finance 0.1 ----- Total Long-Term Investments 98.1% Short-Term Investments 2.1 Liabilities in Excess of Other Assets (0.2) ----- Net Assets 100.0% </Table> 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 industries shown above. All percentages are as a percentage of net assets. 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. 7 FOR MORE INFORMATION ABOUT PORTFOLIO HOLDINGS Each Van Kampen fund provides a complete schedule of portfolio holdings in its semiannual and annual reports within 60 days of the end of the fund's second and fourth fiscal quarters by filing the schedule electronically with the Securities and Exchange Commission (SEC). The semiannual reports are filed on Form N-CSRS and the annual reports are filed on Form N-CSR. 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 fund's 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 SEC's Web site, http://www.sec.gov. You may also review and copy them at the SEC's Public Reference Room in Washington, DC. Information on the operation of the SEC's Public Reference Room may be obtained by calling the SEC at 1-800-SEC-0330. You can also request copies of these materials, upon payment of a duplicating fee, by electronic request at the SEC's 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 fund's fiscal quarter filings by contacting Van Kampen Client Relations at 1-800-847-2424. 8 HOUSEHOLDING NOTICE To reduce fund expenses, the fund attempts to eliminate duplicate mailings to the same address. The fund delivers a single copy of certain shareholder documents to investors who share an address, even if the accounts are registered under different names. The fund's prospectuses and shareholder reports (including annual privacy notices) will be delivered to you in this manner indefinitely unless you instruct us otherwise. You can request multiple copies of these documents by either calling 1-800-341-2911 or writing to Van Kampen Investor Services at 1 Parkview Plaza, P.O. Box 5555, Oakbrook Terrace, IL 60181. Once Investor Services has received your instructions, we will begin sending individual copies for each account within 30 days. PROXY VOTING POLICY AND PROCEDURES AND PROXY VOTING RECORD You may obtain a copy of the Fund's Proxy Voting Policy and Procedures without charge, upon request, by calling toll free 1-800-847-2424 or by visiting our Web site at www.vankampen.com. It is also available on the Securities and Exchange Commission's Web site at http://www.sec.gov. You may obtain information regarding how the Fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 by visiting our Web site at www.vankampen.com. This information is also available on the Securities and Exchange Commission's Web site at http://www.sec.gov. 9 Expense Example As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments of Class A Shares and contingent deferred sales charge on redemptions of Class B and C Shares; and (2) ongoing costs, including management fees; distribution and service (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing cost (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period 3/01/05 - 8/31/05. ACTUAL EXPENSE The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing cost of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or contingent deferred sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. <Table> <Caption> BEGINNING ENDING EXPENSES PAID ACCOUNT VALUE ACCOUNT VALUE DURING PERIOD* ------------------------------------------------ 3/1/05 8/31/05 3/1/05-8/31/05 Class A Actual...................................... $1,000.00 $1,048.15 $6.09 Hypothetical................................ 1,000.00 1,019.31 6.01 (5% annual return before expenses) Class B Actual...................................... 1,000.00 1,044.16 10.00 Hypothetical................................ 1,000.00 1,015.41 9.86 (5% annual return before expenses) Class C Actual...................................... 1,000.00 1,043.95 9.99 Hypothetical................................ 1,000.00 1,015.41 9.86 (5% annual return before expenses) Class I Actual...................................... 1,000.00 1,049.44 4.86 Hypothetical................................ 1,000.00 1,020.51 4.79 (5% annual return before expenses) </Table> 10 <Table> <Caption> BEGINNING ENDING EXPENSES PAID ACCOUNT VALUE ACCOUNT VALUE DURING PERIOD* ------------------------------------------------ 3/1/05 8/31/05 3/1/05-8/31/05 Class R Actual...................................... 1,000.00 1,046.54 7.17 Hypothetical................................ 1,000.00 1,018.21 7.07 (5% annual return before expenses) </Table> * Expenses are equal to the Fund's annualized expense ratio of 1.18%, 1.94%, and 1.94%, and 0.94%, and 1.39% for Class A, B, C, I and R Shares, respectively, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). Assumes all dividends and distributions were reinvested. 11 Investment Advisory Agreement Approval Both the Investment Company Act of 1940 and the terms of the Fund's investment advisory agreement require that the investment advisory agreement between the Fund 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. On May 25, 2005, the Board of Trustees, and the independent trustees voting separately, determined that the terms of the investment advisory agreement are fair and reasonable and approved the continuance of the investment advisory contract as being in the best interests of the Fund 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 Fund counsel, and by an independent provider of investment company data contracted to assist the Board, relating to the contract 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 Fund. The Board of Trustees considered the contract over a period of several months and the non-management trustees held sessions both with the investment adviser and separate from the investment adviser in reviewing and considering the contract. 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 Fund compared to other similar funds and other products, the investment adviser's 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 Fund's shareholders, and the propriety of existing and alternative breakpoints in the Fund's investment advisory fee schedule. The Board of Trustees considered comparative advisory fees of the Fund and other investment companies and/or other products at different asset levels, and considered the trends in the industry versus historical and projected assets of the Fund. The Board of Trustees also reviewed the benefit to the investment adviser of receiving research paid for by Fund assets and the propriety of such arrangements. The Board of Trustees evaluated other benefits the investment adviser and its affiliates derive from their relationship with the Fund. 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, 12 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 of the Fund 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 for those specific portfolio management, support and trading functions servicing the Fund. The trustees discuss with the investment adviser the resources available and used in managing the Fund. The Fund discloses information about its portfolio management team members and their experience in its prospectus. 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 contract. Performance, Fees and Expenses of the Fund. On a regular basis, the Board of Trustees reviews the performance, fees and expenses of the Fund compared to its peers and to appropriate benchmarks. In addition, a performance committee of the Board spends more focused time on the performance of the Fund and other funds 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 Fund. When considering a fund's 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 fund's weighted performance is under the fund's benchmark, they discuss the causes and where necessary seek to make specific changes to investment strategy or investment personnel. The Fund discloses more information about its performance elsewhere in this report and in the Fund's prospectus. The trustees discuss with the investment adviser the level of advisory fees for this Fund 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 Fund's overall expense ratio. The Fund discloses more information about its fees and expenses in its prospectus. The Board has determined that the performance, fees and expenses of the Fund support its decision to approve the investment advisory contract. Investment Adviser's Expenses in Providing the Service and Profitability. At least annually, the trustees review the investment adviser's expenses in providing services to the Fund and other funds advised by the investment adviser and the profitability of the investment adviser. These profitability reports are put 13 together by the investment adviser with the oversight of a special ad hoc committee 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 adviser's expenses and profitability support its decision to approve the investment advisory contract. Economies of Scale. On a regular basis, the Board of Trustees considers the size and growth prospects of the Fund and how that relates to the Fund's expense ratio and particularly the Fund's advisory fee rate. In conjunction with its review of the investment adviser's profitability, the trustees discuss with the investment adviser how more (or less) assets can affect the efficiency or effectiveness of managing the Fund's portfolio and whether the advisory fee level is appropriate relative to current and projected 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 Fund support its decision to approve the investment advisory contract. 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 its relationship with the Fund 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 contract. 14 VAN KAMPEN EMERGING GROWTH FUND PORTFOLIO OF INVESTMENTS -- AUGUST 31, 2005 <Table> <Caption> NUMBER OF DESCRIPTION SHARES VALUE - ---------------------------------------------------------------------------------------- COMMON STOCKS 98.1% AEROSPACE & DEFENSE 3.7% Boeing Co. ................................................. 850,000 $ 56,967,000 Goodrich Corp. ............................................. 650,000 29,783,000 Lockheed Martin Corp. ...................................... 450,000 28,008,000 Precision Castparts Corp. .................................. 300,000 29,004,000 Rockwell Collins, Inc. ..................................... 600,000 28,878,000 United Technologies Corp. .................................. 500,000 25,000,000 -------------- 197,640,000 -------------- AIR FREIGHT & LOGISTICS 0.3% C.H. Robinson Worldwide, Inc. .............................. 300,000 18,525,000 -------------- APPAREL, ACCESSORIES & LUXURY GOODS 1.3% Coach, Inc. (a)............................................. 1,500,000 49,785,000 Polo Ralph Lauren Corp. .................................... 400,000 19,820,000 -------------- 69,605,000 -------------- APPAREL RETAIL 2.1% Abercrombie & Fitch Co., Class A............................ 500,000 27,805,000 American Eagle Outfitters, Inc. ............................ 750,000 21,472,500 Chico's FAS, Inc. (a)....................................... 1,000,000 34,710,000 Urban Outfitters, Inc. (a).................................. 500,000 27,830,000 -------------- 111,817,500 -------------- APPLICATION SOFTWARE 2.4% Autodesk, Inc. (a).......................................... 2,000,000 86,400,000 SAP AG--ADR (Germany)....................................... 1,000,000 42,670,000 -------------- 129,070,000 -------------- ASSET MANAGEMENT & CUSTODY BANKS 0.7% Franklin Resources, Inc. ................................... 450,000 36,198,000 -------------- AUTOMOTIVE RETAIL 0.6% Advance Auto Parts, Inc. (a)................................ 500,000 30,465,000 -------------- BIOTECHNOLOGY 6.3% Affymetrix, Inc. (a)........................................ 250,000 12,372,500 Amgen, Inc. (a)............................................. 1,000,000 79,900,000 Celgene Corp. (a)........................................... 800,000 40,160,000 Genentech, Inc. (a)......................................... 1,000,000 93,940,000 Genzyme Corp. (a)........................................... 750,000 53,377,500 Gilead Sciences, Inc. (a)................................... 750,000 32,250,000 Invitrogen Corp. (a)........................................ 300,000 25,419,000 -------------- 337,419,000 -------------- BROADCASTING & CABLE TV 0.7% XM Satellite Radio Holdings, Inc., Class A (a).............. 1,000,000 35,250,000 -------------- </Table> See Notes to Financial Statements 15 VAN KAMPEN EMERGING GROWTH FUND PORTFOLIO OF INVESTMENTS -- AUGUST 31, 2005 continued <Table> <Caption> NUMBER OF DESCRIPTION SHARES VALUE - ---------------------------------------------------------------------------------------- CASINOS & GAMING 1.4% Boyd Gaming Corp. .......................................... 500,000 $ 23,265,000 Harrah's Entertainment, Inc. ............................... 500,000 34,780,000 Penn National Gaming, Inc. (a).............................. 500,000 17,040,000 -------------- 75,085,000 -------------- COMMUNICATIONS EQUIPMENT 4.7% Comverse Technology, Inc. (a)............................... 1,500,000 38,670,000 Corning, Inc. (a)........................................... 2,500,000 49,900,000 Juniper Networks, Inc. (a).................................. 1,150,000 26,151,000 Motorola, Inc. ............................................. 2,500,000 54,700,000 QUALCOMM, Inc. ............................................. 1,250,000 49,637,500 Scientific-Atlanta, Inc. ................................... 850,000 32,521,000 -------------- 251,579,500 -------------- COMPUTER & ELECTRONICS RETAIL 0.9% Best Buy Co., Inc. ......................................... 1,000,000 47,660,000 -------------- COMPUTER HARDWARE 4.2% Apple Computer, Inc. (a).................................... 2,500,000 117,325,000 Dell, Inc. (a).............................................. 1,500,000 53,400,000 Hewlett-Packard Co. ........................................ 2,000,000 55,520,000 -------------- 226,245,000 -------------- COMPUTER STORAGE & PERIPHERALS 0.7% EMC Corp. (a)............................................... 3,000,000 38,580,000 -------------- CONSUMER FINANCE 1.1% American Express Co. ....................................... 600,000 33,144,000 Capital One Financial Corp. ................................ 300,000 24,672,000 -------------- 57,816,000 -------------- DATA PROCESSING & OUTSOURCING SERVICES 0.5% Fiserv, Inc. (a)............................................ 600,000 26,922,000 -------------- DEPARTMENT STORES 2.2% Federated Department Stores, Inc. .......................... 500,000 34,490,000 J.C. Penney Co., Inc. ...................................... 1,000,000 48,630,000 Nordstrom, Inc. ............................................ 1,000,000 33,580,000 -------------- 116,700,000 -------------- DISTILLERS & VINTNERS 0.4% Constellation Brands, Inc., Class A (a)..................... 700,000 19,264,000 -------------- DIVERSIFIED METALS & MINING 0.9% Peabody Energy Corp. ....................................... 700,000 50,169,000 -------------- DRUG RETAIL 0.9% CVS Corp. .................................................. 1,700,000 49,929,000 -------------- </Table> 16 See Notes to Financial Statements VAN KAMPEN EMERGING GROWTH FUND PORTFOLIO OF INVESTMENTS -- AUGUST 31, 2005 continued <Table> <Caption> NUMBER OF DESCRIPTION SHARES VALUE - ---------------------------------------------------------------------------------------- ELECTRIC UTILITIES 2.4% Edison International........................................ 800,000 $ 36,024,000 Exelon Corp. ............................................... 800,000 43,112,000 TXU Corp. .................................................. 500,000 48,510,000 -------------- 127,646,000 -------------- ELECTRONIC MANUFACTURING SERVICES 0.6% Jabil Circuit, Inc. (a)..................................... 1,000,000 29,440,000 -------------- FERTILIZERS & AGRICULTURAL CHEMICALS 0.5% Monsanto Co. ............................................... 400,000 25,536,000 -------------- FOOTWEAR 0.8% Nike, Inc., Class B......................................... 550,000 43,400,500 -------------- GENERAL MERCHANDISE STORES 0.8% Target Corp. ............................................... 750,000 40,312,500 -------------- HEALTH CARE EQUIPMENT 1.3% St. Jude Medical, Inc. (a).................................. 900,000 41,310,000 Stryker Corp. .............................................. 500,000 27,275,000 -------------- 68,585,000 -------------- HEALTH CARE SERVICES 2.0% Caremark Rx, Inc. (a)....................................... 1,250,000 58,412,500 Cerner Corp. (a)............................................ 200,000 15,752,000 Pharmaceutical Product Development, Inc. (a)................ 100,000 5,627,000 Quest Diagnostics, Inc. .................................... 600,000 29,988,000 -------------- 109,779,500 -------------- HEALTH CARE SUPPLIES 1.0% Alcon, Inc. (Switzerland)................................... 250,000 29,512,500 Bausch & Lomb, Inc. ........................................ 350,000 26,526,500 -------------- 56,039,000 -------------- HOME ENTERTAINMENT SOFTWARE 0.3% Activision, Inc. (a)........................................ 750,000 16,762,500 -------------- HOME IMPROVEMENT RETAIL 0.8% Lowe's Co., Inc. ........................................... 650,000 41,801,500 -------------- HOMEBUILDING 2.1% D.R. Horton, Inc. .......................................... 1,000,000 36,920,000 KB Home..................................................... 400,000 29,664,000 Toll Brothers, Inc. (a)..................................... 1,000,000 48,050,000 -------------- 114,634,000 -------------- HOTELS, RESORTS & CRUISE LINES 1.1% Hilton Hotels Corp. ........................................ 1,000,000 23,170,000 Starwood Hotels & Resorts Worldwide, Inc. .................. 650,000 37,895,000 -------------- 61,065,000 -------------- </Table> See Notes to Financial Statements 17 VAN KAMPEN EMERGING GROWTH FUND PORTFOLIO OF INVESTMENTS -- AUGUST 31, 2005 continued <Table> <Caption> NUMBER OF DESCRIPTION SHARES VALUE - ---------------------------------------------------------------------------------------- INDUSTRIAL CONGLOMERATES 0.8% General Electric Co. ....................................... 1,250,000 $ 42,012,500 -------------- INDUSTRIAL MACHINERY 0.7% ITT Industries, Inc. ....................................... 350,000 38,192,000 -------------- INTERNET RETAIL 0.8% eBay, Inc. (a).............................................. 1,000,000 40,490,000 -------------- INTERNET SOFTWARE & SERVICES 2.0% Google, Inc., Class A (a)................................... 250,000 71,500,000 Yahoo!, Inc. (a)............................................ 1,000,000 33,340,000 -------------- 104,840,000 -------------- INVESTMENT BANKING & BROKERAGE 1.9% Bear Stearns Co., Inc. ..................................... 400,000 40,200,000 Charles Schwab Corp. ....................................... 1,750,000 23,677,500 Lehman Brothers Holdings, Inc. ............................. 350,000 36,981,000 -------------- 100,858,500 -------------- IT CONSULTING & OTHER SERVICES 0.6% Cognizant Technology Solutions Corp., Class A (a)........... 750,000 34,147,500 -------------- LIFE & HEALTH INSURANCE 0.8% Prudential Financial, Inc. ................................. 700,000 45,059,000 -------------- MANAGED HEALTH CARE 4.0% Aetna, Inc. ................................................ 500,000 39,835,000 Humana, Inc. (a)............................................ 750,000 36,120,000 Pacificare Health Systems (a)............................... 400,000 30,152,000 UnitedHealth Group, Inc. ................................... 1,400,000 72,100,000 WellPoint, Inc. (a)......................................... 500,000 37,125,000 -------------- 215,332,000 -------------- MOVIES & ENTERTAINMENT 1.2% News Corp., Class B......................................... 2,000,000 34,180,000 Walt Disney Co. ............................................ 1,250,000 31,487,500 -------------- 65,667,500 -------------- OIL & GAS DRILLING 3.3% Diamond Offshore Drilling, Inc. ............................ 750,000 44,295,000 GlobalSantaFe Corp. ........................................ 600,000 28,128,000 Helmerich & Payne, Inc. .................................... 300,000 17,826,000 Noble Corp. ................................................ 750,000 53,475,000 Patterson--UTI Energy, Inc. ................................ 1,000,000 34,020,000 -------------- 177,744,000 -------------- OIL & GAS EQUIPMENT & SERVICES 0.9% Grant Prideco, Inc. (a)..................................... 500,000 18,430,000 National-Oilwell Varco, Inc. (a)............................ 500,000 32,105,000 -------------- 50,535,000 -------------- </Table> 18 See Notes to Financial Statements VAN KAMPEN EMERGING GROWTH FUND PORTFOLIO OF INVESTMENTS -- AUGUST 31, 2005 continued <Table> <Caption> NUMBER OF DESCRIPTION SHARES VALUE - ---------------------------------------------------------------------------------------- OIL & GAS EXPLORATION & PRODUCTION 4.5% Burlington Resources, Inc. ................................. 900,000 $ 66,411,000 Chesapeake Energy Corp. .................................... 750,000 23,707,500 Devon Energy Corp. ......................................... 650,000 39,500,500 EOG Resources, Inc. ........................................ 750,000 47,872,500 Noble Energy, Inc. ......................................... 300,000 26,442,000 Quicksilver Resources, Inc. (a) ............................ 600,000 26,040,000 Ultra Petroleum Corp. (a)................................... 300,000 13,272,000 -------------- 243,245,500 -------------- OIL & GAS REFINING & MARKETING 1.4% Sunoco, Inc. ............................................... 600,000 43,620,000 Valero Energy Corp. ........................................ 300,000 31,950,000 -------------- 75,570,000 -------------- PACKAGED FOODS & MEATS 1.3% Hershey Foods Corp. ........................................ 800,000 47,272,000 Kellogg Co. ................................................ 500,000 22,665,000 -------------- 69,937,000 -------------- PERSONAL PRODUCTS 0.8% Gillette Co. ............................................... 750,000 40,402,500 -------------- PHARMACEUTICALS 5.8% Allergan, Inc. ............................................. 300,000 27,615,000 Johnson & Johnson........................................... 700,000 44,373,000 Kos Pharmaceuticals, Inc. (a)............................... 250,000 17,030,000 Novartis AG--ADR (Switzerland).............................. 1,100,000 53,625,000 Omnicare, Inc. ............................................. 500,000 26,275,000 Roche Holdings, Inc.--ADR (Switzerland)..................... 850,000 58,492,580 Teva Pharmaceutical Industries, Ltd.--ADR (Israel).......... 1,100,000 35,684,000 Wyeth....................................................... 1,100,000 50,369,000 -------------- 313,463,580 -------------- PROPERTY & CASUALTY 0.8% ACE, Ltd. (Bermuda)......................................... 350,000 15,543,500 Allstate Corp. ............................................. 500,000 28,105,000 -------------- 43,648,500 -------------- PUBLISHING 1.2% Getty Images, Inc. (a)...................................... 450,000 38,515,500 McGraw-Hill Co., Inc. ...................................... 500,000 24,110,000 -------------- 62,625,500 -------------- RAILROADS 1.0% Burlington Northern Santa Fe Corp. ......................... 1,000,000 53,020,000 -------------- RESTAURANTS 1.3% Darden Restaurants, Inc. ................................... 750,000 23,557,500 Starbucks Corp. (a)......................................... 400,000 19,616,000 Yum! Brands, Inc. .......................................... 550,000 26,059,000 -------------- 69,232,500 -------------- </Table> See Notes to Financial Statements 19 VAN KAMPEN EMERGING GROWTH FUND PORTFOLIO OF INVESTMENTS -- AUGUST 31, 2005 continued <Table> <Caption> NUMBER OF DESCRIPTION SHARES VALUE - ---------------------------------------------------------------------------------------- SEMICONDUCTOR EQUIPMENT 1.2% Applied Materials, Inc. .................................... 2,000,000 $ 36,620,000 Lam Research Corp. (a)...................................... 850,000 26,945,000 -------------- 63,565,000 -------------- SEMICONDUCTORS 6.8% Altera Corp. (a)............................................ 1,500,000 32,805,000 Broadcom Corp., Class A (a)................................. 1,250,000 54,375,000 Intel Corp. ................................................ 3,000,000 77,160,000 Marvell Technology Group, Ltd. (Bermuda) (a)................ 1,750,000 82,582,500 National Semiconductor Corp. ............................... 1,500,000 37,395,000 NVIDIA Corp. (a)............................................ 500,000 15,340,000 Texas Instruments, Inc. .................................... 2,000,000 65,360,000 -------------- 365,017,500 -------------- SOFT DRINKS 0.5% PepsiCo, Inc. .............................................. 500,000 27,425,000 -------------- SPECIALIZED FINANCE 0.5% Chicago Mercantile Exchange................................. 100,000 27,760,000 -------------- SPECIALTY STORES 1.0% Michaels Stores, Inc. ...................................... 600,000 21,780,000 Office Depot, Inc. (a)...................................... 1,000,000 30,000,000 -------------- 51,780,000 -------------- SYSTEMS SOFTWARE 2.7% Adobe Systems, Inc. ........................................ 1,500,000 40,560,000 McAfee, Inc. (a)............................................ 750,000 22,987,500 Microsoft Corp. ............................................ 2,000,000 54,800,000 NCR Corp. (a)............................................... 700,000 23,954,000 -------------- 142,301,500 -------------- THRIFTS & MORTGAGE FINANCE 0.0% Countrywide Financial Corp. ................................ 1 34 -------------- TRUCKS 0.1% Joy Global, Inc. ........................................... 150,000 7,170,000 -------------- WIRELESS TELECOMMUNICATION SERVICES 0.5% Nextel Partners, Inc., Class A (a).......................... 1,000,000 26,240,000 -------------- TOTAL LONG-TERM INVESTMENTS 98.1% (Cost $4,274,574,908)................................................ 5,258,222,614 </Table> 20 See Notes to Financial Statements VAN KAMPEN EMERGING GROWTH FUND PORTFOLIO OF INVESTMENTS -- AUGUST 31, 2005 continued <Table> <Caption> DESCRIPTION VALUE - ---------------------------------------------------------------------------------------- REPURCHASE AGREEMENT 2.1% State Street Bank & Trust Co. ($115,939,000 par collateralized by U.S. Government obligations in a pooled cash account, interest rate of 3.50%, dated 08/31/05, to be sold on 09/01/05 at $115,950,272) (Cost $115,939,000).................................................. $ 115,939,000 -------------- TOTAL INVESTMENTS 100.2% (Cost $4,390,513,908)................................................ 5,374,161,614 LIABILITIES IN EXCESS OF OTHER ASSETS (0.2%).......................... (12,410,661) -------------- NET ASSETS 100.0%..................................................... $5,361,750,953 ============== </Table> Percentages are calculated as a percentage of net assets. (a) Non-income producing security as this stock currently does not declare dividends. ADR--American Depositary Receipt See Notes to Financial Statements 21 VAN KAMPEN EMERGING GROWTH FUND FINANCIAL STATEMENTS Statement of Assets and Liabilities August 31, 2005 <Table> ASSETS: Total Investments (Cost $4,390,513,908)..................... $ 5,374,161,614 Cash........................................................ 4,703,215 Receivables: Investments Sold........................................... 80,364,231 Dividends.................................................. 4,026,308 Fund Shares Sold........................................... 2,052,917 Interest................................................... 11,272 Other....................................................... 621,170 --------------- Total Assets............................................. 5,465,940,727 --------------- LIABILITIES: Payables: Investments Purchased...................................... 80,437,559 Fund Shares Repurchased.................................... 13,550,754 Distributor and Affiliates................................. 4,848,855 Investment Advisory Fee.................................... 2,034,481 Accrued Expenses............................................ 2,714,236 Trustees' Deferred Compensation and Retirement Plans........ 603,889 --------------- Total Liabilities........................................ 104,189,774 --------------- NET ASSETS.................................................. $ 5,361,750,953 =============== NET ASSETS CONSIST OF: Capital (Par value of $.01 per share with an unlimited number of shares authorized)............................... $10,407,051,833 Net Unrealized Appreciation................................. 983,647,706 Accumulated Net Investment Loss............................. (564,170) Accumulated Net Realized Loss............................... (6,028,384,416) --------------- NET ASSETS.................................................. $ 5,361,750,953 =============== MAXIMUM OFFERING PRICE PER SHARE: Class A Shares: Net asset value and redemption price per share (Based on net assets of $3,240,532,128 and 81,335,103 shares of beneficial interest issued and outstanding).............. $ 39.84 Maximum sales charge (5.75%* of offering price).......... 2.43 --------------- Maximum offering price to public......................... $ 42.27 =============== Class B Shares: Net asset value and offering price per share (Based on net assets of $1,731,463,820 and 50,857,950 shares of beneficial interest issued and outstanding).............. $ 34.05 =============== Class C Shares: Net asset value and offering price per share (Based on net assets of $332,757,320 and 9,528,073 shares of beneficial interest issued and outstanding).............. $ 34.92 =============== Class I Shares: Net asset value and offering price per share (Based on net assets of $55,023,276 and 1,364,468 shares of beneficial interest issued and outstanding).............. $ 40.33 =============== Class R Shares: Net asset value and offering price per share (Based on net assets of $1,974,409 and 49,881 shares of beneficial interest issued and outstanding)......................... $ 39.58 =============== </Table> * On sales of $50,000 or more, the sales charge will be reduced. 22 See Notes to Financial Statements VAN KAMPEN EMERGING GROWTH FUND FINANCIAL STATEMENTS continued Statement of Operations For the Year Ended August 31, 2005 <Table> INVESTMENT INCOME: Dividends (Net of foreign withholding taxes of $560,975).... $ 62,672,071 Interest.................................................... 3,267,557 ------------ Total Income............................................ 65,939,628 ------------ EXPENSES: Distribution (12b-1) and Service Fees (Attributed to Classes A, B, C, I and R of $8,489,324, $19,067,613, $3,820,998, $0 and $66,651, respectively)............................. 31,444,586 Investment Advisory Fee..................................... 25,649,188 Shareholder Services........................................ 23,278,123 Legal....................................................... 307,975 Custody..................................................... 352,036 Trustees' Fees and Related Expenses......................... 64,575 Other....................................................... 2,440,451 ------------ Total Expenses.......................................... 83,536,934 Less Credits Earned on Cash Balances.................... 109,010 ------------ Net Expenses............................................ 83,427,924 ------------ NET INVESTMENT LOSS......................................... $(17,488,296) ============ REALIZED AND UNREALIZED GAIN/LOSS: Net Realized Gain........................................... $357,194,610 ------------ Unrealized Appreciation/Depreciation: Beginning of the Period................................... 430,993,438 End of the Period......................................... 983,647,706 ------------ Net Unrealized Appreciation During the Period............... 552,654,268 ------------ NET REALIZED AND UNREALIZED GAIN............................ $909,848,878 ============ NET INCREASE IN NET ASSETS FROM OPERATIONS.................. $892,360,582 ============ </Table> See Notes to Financial Statements 23 VAN KAMPEN EMERGING GROWTH FUND FINANCIAL STATEMENTS continued Statements of Changes in Net Assets <Table> <Caption> FOR THE FOR THE YEAR ENDED YEAR ENDED AUGUST 31, 2005 AUGUST 31, 2004 ---------------------------------- FROM INVESTMENT ACTIVITIES: Operations: Net Investment Loss.................................... $ (17,488,296) $ (54,314,283) Net Realized Gain...................................... 357,194,610 1,183,108,779 Net Unrealized Appreciation/Depreciation During the Period............................................... 552,654,268 (1,089,322,142) --------------- --------------- NET CHANGE IN NET ASSETS FROM INVESTMENT ACTIVITIES.... 892,360,582 39,472,354 --------------- --------------- FROM CAPITAL TRANSACTIONS: Proceeds from Shares Sold.............................. 613,922,178 910,766,850 Cost of Shares Repurchased............................. (2,300,768,487) (1,967,564,917) --------------- --------------- NET CHANGE IN NET ASSETS FROM CAPITAL TRANSACTIONS..... (1,686,846,309) (1,056,798,067) --------------- --------------- TOTAL DECREASE IN NET ASSETS........................... (794,485,727) (1,017,325,713) NET ASSETS: Beginning of the Period................................ 6,156,236,680 7,173,562,393 --------------- --------------- End of the Period (Including accumulated net investment loss of $564,170 and $576,259, respectively)......... $ 5,361,750,953 $ 6,156,236,680 =============== =============== </Table> 24 See Notes to Financial Statements VAN KAMPEN EMERGING GROWTH FUND FINANCIAL HIGHLIGHTS THE FOLLOWING SCHEDULE PRESENTS FINANCIAL HIGHLIGHTS FOR ONE SHARE OF THE FUND OUTSTANDING THROUGHOUT THE PERIODS INDICATED. <Table> <Caption> YEAR ENDED AUGUST 31, CLASS A SHARES -------------------------------------------------------- 2005 2004 2003 2002 2001 -------------------------------------------------------- NET ASSET VALUE, BEGINNING OF THE PERIOD............................. $ 34.14 $ 34.08 $ 30.96 $ 43.18 $ 109.19 -------- -------- -------- -------- -------- Net Investment Income/Loss (a)..... -0-(c) (.16) (.18) (.17) .03 Net Realized and Unrealized Gain/Loss........................ 5.70 .22 3.30 (12.05) (51.18) -------- -------- -------- -------- -------- Total from Investment Operations..... 5.70 .06 3.12 (12.22) (51.15) Less Distributions from Net Realized Gain............................... -0- -0- -0- -0- 14.86 -------- -------- -------- -------- -------- NET ASSET VALUE, END OF THE PERIOD... $ 39.84 $ 34.14 $ 34.08 $ 30.96 $ 43.18 ======== ======== ======== ======== ======== Total Return (b)..................... 16.70% 0.18% 10.08% -28.30% -51.22% Net Assets at End of the Period (In millions).......................... $3,240.5 $3,663.9 $4,222.8 $4,310.2 $6,251.4 Ratio of Expenses to Average Net Assets............................. 1.14% 1.08% 1.15% 1.06% .93% Ratio of Net Investment Income/Loss to Average Net Assets.............. (.00%) (.46%) (.61%) (.44%) .04% Portfolio Turnover................... 100% 177% 180% 230% 148% </Table> (a) Based on average shares outstanding. (b) Assumes reinvestment of all distributions for the period and does not include payment of the maximum sales charge of 5.75% or contingent deferred sales charge (CDSC). On purchases of $1 million or more, a CDSC of 1% may be imposed on certain redemptions made within eighteen months of purchases. With respect to shares purchased prior to December 1, 2004, a CDSC of 1% may be imposed on certain redemptions made within one year of purchase. If the sales charges were included, total returns would be lower. These returns include combined Rule 12b-1 fees and service fees of up to .25% and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. (c) Amount is less than $.01. See Notes to Financial Statements 25 VAN KAMPEN EMERGING GROWTH FUND FINANCIAL HIGHLIGHTS continued THE FOLLOWING SCHEDULE PRESENTS FINANCIAL HIGHLIGHTS FOR ONE SHARE OF THE FUND OUTSTANDING THROUGHOUT THE PERIODS INDICATED. <Table> <Caption> YEAR ENDED AUGUST 31, CLASS B SHARES -------------------------------------------------------- 2005 2004 2003 2002 2001 -------------------------------------------------------- NET ASSET VALUE, BEGINNING OF THE PERIOD............................. $ 29.40 $ 29.57 $ 27.07 $ 38.04 $ 99.32 -------- -------- -------- -------- -------- Net Investment Loss (a)............ (.25) (.38) (.36) (.41) (.41) Net Realized and Unrealized Gain/Loss........................ 4.90 .21 2.86 (10.56) (46.01) -------- -------- -------- -------- -------- Total from Investment Operations..... 4.65 (.17) 2.50 (10.97) (46.42) Less Distributions from Net Realized Gain............................... -0- -0- -0- -0- 14.86 -------- -------- -------- -------- -------- NET ASSET VALUE, END OF THE PERIOD... $ 34.05 $ 29.40 $ 29.57 $ 27.07 $ 38.04 ======== ======== ======== ======== ======== Total Return (b)..................... 15.82% -0.57% 9.24% -28.84% -51.60% Net Assets at End of the Period (In millions).......................... $1,731.5 $2,010.4 $2,346.3 $2,395.2 $3,904.7 Ratio of Expenses to Average Net Assets............................. 1.90% 1.85% 1.91% 1.82% 1.71% Ratio of Net Investment Loss to Average Net Assets................. (.76%) (1.23%) (1.37%) (1.20%) (.74%) Portfolio Turnover................... 100% 177% 180% 230% 148% </Table> (a) Based on average shares outstanding. (b) Assumes reinvestment of all distributions for the period and does not include payment of the maximum CDSC of 5%, charged on certain redemptions made within one year of purchase and declining to 0% after the fifth year. If the sales charge was included, total returns would be lower. These returns include combined Rule 12b-1 fees and service fees of up to 1% and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 26 See Notes to Financial Statements VAN KAMPEN EMERGING GROWTH FUND FINANCIAL HIGHLIGHTS continued THE FOLLOWING SCHEDULE PRESENTS FINANCIAL HIGHLIGHTS FOR ONE SHARE OF THE FUND OUTSTANDING THROUGHOUT THE PERIODS INDICATED. <Table> <Caption> YEAR ENDED AUGUST 31, CLASS C SHARES --------------------------------------------------------- 2005 2004 2003 2002 2001 --------------------------------------------------------- NET ASSET VALUE, BEGINNING OF THE PERIOD........................... $30.16 $30.34 $27.75 $ 39.00 $ 101.30 ------ ------ ------ ------- -------- Net Investment Loss (a).......... (.25) (.39) (.36) (.42) (.41) Net Realized and Unrealized Gain/Loss...................... 5.01 .21 2.95 (10.83) (47.03) ------ ------ ------ ------- -------- Total from Investment Operations... 4.76 (.18) 2.59 (11.25) (47.44) Less Distributions from Net Realized Gain.................... -0- -0- -0- -0- 14.86 ------ ------ ------ ------- -------- NET ASSET VALUE, END OF THE PERIOD........................... $34.92 $30.16 $30.34 $ 27.75 $ 39.00 ====== ====== ====== ======= ======== Total Return (b)................... 15.78% -0.59% 9.33%(c) -28.85% -51.60% Net Assets at End of the Period (In millions)........................ $332.8 $430.2 $570.1 $ 629.0 $1,038.5 Ratio of Expenses to Average Net Assets........................... 1.90% 1.85% 1.91% 1.82% 1.70% Ratio of Net Investment Loss to Average Net Assets............... (.75%) (1.23%) (1.34%)(c) (1.20%) (.73%) Portfolio Turnover................. 100% 177% 180% 230% 148% </Table> (a) Based on average shares outstanding. (b) Assumes reinvestment of all distributions for the period and does not include payment of the maximum CDSC of 1%, charged on certain redemptions made within one year of purchase. If the sales charge was included, total returns would be lower. These returns include combined Rule 12b-1 fees and service fees of up to 1% and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. (c) Certain non-recurring payments were made to class C Shares, resulting in an increase to the Total Return and Ratio of Net Investment Income to Average Net Assets of .03%. See Notes to Financial Statements 27 VAN KAMPEN EMERGING GROWTH FUND FINANCIAL HIGHLIGHTS continued THE FOLLOWING SCHEDULE PRESENTS FINANCIAL HIGHLIGHTS FOR ONE SHARE OF THE FUND OUTSTANDING THROUGHOUT THE PERIODS INDICATED. <Table> <Caption> OCTOBER 17, 2000 (COMMENCEMENT OF YEAR ENDED AUGUST 31, INVESTMENT CLASS I SHARES ------------------------------------- OPERATIONS) TO 2005 2004 2003 2002 AUGUST 31, 2001 -------------------------------------------------------- NET ASSET VALUE, BEGINNING OF THE PERIOD.......................... $34.47 $34.33 $31.10 $ 43.27 $ 97.10 ------ ------ ------ ------- ------- Net Investment Income/Loss (a)........................... .07 (.08) (.11) (.07) .17 Net Realized and Unrealized Gain/Loss..................... 5.79 .22 3.34 (12.10) (39.14) ------ ------ ------ ------- ------- Total from Investment Operations...................... 5.86 .14 3.23 (12.17) (38.97) Less Distributions from Net Realized Gain................... -0- -0- -0- -0- 14.86 ------ ------ ------ ------- ------- NET ASSET VALUE, END OF THE PERIOD.......................... $40.33 $34.47 $34.33 $ 31.10 $ 43.27 ====== ====== ====== ======= ======= Total Return (b).................. 17.00% 0.41% 10.39% -28.13% -45.03%* Net Assets at End of the Period (In millions)................... $ 55.0 $ 31.8 $ 33.9 $ 29.8 $ 41.6 Ratio of Expenses to Average Net Assets.......................... .90% .84% .90% .81% .72% Ratio of Net Investment Income/Loss to Average Net Assets.......................... .20% (.21%) (.36%) (.19%) .33% Portfolio Turnover................ 100% 177% 180% 230% 148% </Table> * Non-Annualized (a) Based on average shares outstanding. (b) Assumes reinvestment of all distributions for the period. 28 See Notes to Financial Statements VAN KAMPEN EMERGING GROWTH FUND FINANCIAL HIGHLIGHTS continued THE FOLLOWING SCHEDULE PRESENTS FINANCIAL HIGHLIGHTS FOR ONE SHARE OF THE FUND OUTSTANDING THROUGHOUT THE PERIODS INDICATED. <Table> <Caption> OCTOBER 1, 2002 YEAR ENDED (COMMENCEMENT OF AUGUST 31, INVESTMENT CLASS R SHARES ------------------ OPERATIONS) TO 2005 2004 AUGUST 31, 2003 ------------------------------------- NET ASSET VALUE, BEGINNING OF THE PERIOD........... $34.02 $34.04 $29.94 ------ ------ ------ Net Investment Loss (a).......................... (.04) (.24) (.24) Net Realized and Unrealized Gain................. 5.60 .22 4.34 ------ ------ ------ Total from Investment Operations................... 5.56 (.02) 4.10 ------ ------ ------ NET ASSET VALUE, END OF THE PERIOD................. $39.58 $34.02 $34.04 ====== ====== ====== Total Return (b)................................... 16.34% -0.06% 13.69%* Net Assets at End of the Period (In millions)...... $ 2.0 $ 20.0 $ .5 Ratio of Expenses to Average Net Assets............ 1.37% 1.33% 1.41% Ratio of Net Investment Loss to Average Net Assets........................................... (.11%) (.65%) (.85%) Portfolio Turnover................................. 100% 177% 180% </Table> * Non-Annualized (a) Based on average shares outstanding. (b) Assumes reinvestment of all distributions for the period. These returns include combined Rule 12b-1 fees of up to 0.50% and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. See Notes to Financial Statements 29 VAN KAMPEN EMERGING GROWTH FUND NOTES TO FINANCIAL STATEMENTS -- AUGUST 31, 2005 1. SIGNIFICANT ACCOUNTING POLICIES Van Kampen Emerging Growth Fund (the "Fund") is organized as a Delaware statutory trust, and is registered as a diversified open-end management investment company under the Investment Company Act of 1940 (the "1940 Act"), as amended. The Fund's investment objective is capital appreciation. The Fund commenced investment operations on October 2, 1970. The distribution of the Fund's Class B, Class C, Class I and Class R Shares commenced on April 20, 1992, July 6, 1993, October 17, 2000 and October 1, 2002, respectively. Prior to September 1, 2004, the Class I Shares of the Fund were designated as Class D Shares. All issued and outstanding Class D Shares were redesignated as Class I Shares as of that date. The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The preparation of financial statements in conformity with U.S. generally accepted accounting principles 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 Investments in securities listed on a securities exchange are valued at their last sales price as of the close of such securities exchange. Equity securities traded on NASDAQ are valued at the NASDAQ Official Closing Price. Listed and unlisted securities for which the last sale price is not available are valued at the mean of the bid and asked prices. For those securities where quotations or prices are not available, valuations are determined in accordance with procedures established in good faith by the Board of Trustees. Short-term securities with remaining maturities of 60 days or less are valued at amortized cost, which approximates market value. B. SECURITY TRANSACTIONS Security transactions are recorded on a trade date basis. Realized gains and losses are determined on an identified cost basis. The Fund may invest in repurchase agreements, which are short-term investments whereby the Fund acquires ownership of a debt security and the seller agrees to repurchase the security at a future time and specified price. The Fund may invest independently in repurchase agreements, or transfer uninvested cash balances into a pooled cash account along with other investment companies advised by Van Kampen Asset Management (the "Adviser") or its affiliates, the daily aggregate of which is invested in repurchase agreements. Repurchase agreements are fully collateralized by the underlying debt security. The Fund 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 Fund. C. INCOME AND EXPENSES Dividend income is recorded on the ex-dividend date and interest income is recorded on an accrual basis. Income and expenses of the Fund are allocated on a pro rata basis to each class of shares, except for distribution and service fees and incremental transfer agency costs which are unique to each class of shares. 30 VAN KAMPEN EMERGING GROWTH FUND NOTES TO FINANCIAL STATEMENTS -- AUGUST 31, 2005 continued D. FEDERAL INCOME TAXES It is the Fund's policy to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. Therefore, no provision for federal income taxes is required. The Fund 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 loss and offset such losses against any future realized capital gains. During the current fiscal year, the Fund utilized capital losses carried forward of $353,787,790. At August 31, 2005, the Fund had an accumulated capital loss carryforward for tax purposes of $6,027,026,701, which will expire according to the following schedule. <Table> <Caption> AMOUNT EXPIRATION $3,274,528,988.............................................. August 31, 2010 2,752,497,713.............................................. August 31, 2011 </Table> At August 31, 2005, the cost and related gross unrealized appreciation and depreciation were as follows: <Table> Cost of investments for tax purposes........................ $4,391,871,622 ============== Gross tax unrealized appreciation........................... $1,026,182,265 Gross tax unrealized depreciation........................... (43,892,273) -------------- Net tax unrealized appreciation on investments.............. $ 982,289,992 ============== </Table> E. DISTRIBUTION OF INCOME AND GAINS The Fund declares and pays dividends annually from net investment income and from net realized gains, if any. Distributions from net realized gains for book purposes may include short-term capital gains, which are included in ordinary income for tax purposes. Due to inherent differences in the recognition of income, expenses, and realized gains/losses under U.S. generally accepted accounting principles and federal income tax purposes, permanent differences between book and tax basis reporting have been identified and appropriately reclassified on the Statement of Assets and Liabilities. Permanent book and tax differences relating to a net operating loss in the amount of $17,502,454 was reclassified from accumulated net investment loss to capital. Additionally, a permanent book and tax difference relating to the Fund's investment in other regulated investment companies totaling $2,069 was reclassified to accumulated net realized loss from accumulated net investment loss. Net realized gains and losses may differ for financial reporting purposes primarily as a result of the deferral of losses relating to wash sale transactions. F. EXPENSE REDUCTIONS During the year ended August 31, 2005, the Fund's custody fee was reduced by $109,010 as a result of credits earned on cash balances. 31 VAN KAMPEN EMERGING GROWTH FUND NOTES TO FINANCIAL STATEMENTS -- AUGUST 31, 2005 continued 2. INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES Under the terms of the Fund's Investment Advisory Agreement, the Adviser will provide investment advice and facilities to the Fund for an annual fee payable monthly as follows: <Table> <Caption> AVERAGE DAILY NET ASSETS % PER ANNUM First $350 million.......................................... .575% Next $350 million........................................... .525% Next $350 million........................................... .475% Next $1.05 billion.......................................... .425% </Table> For the year ended August 31, 2005, the Fund recognized expenses of approximately $289,800 representing legal services provided by Skadden, Arps, Slate, Meagher & Flom LLP, counsel to the Fund, of which a trustee of the Fund is a partner of such firm and he and his law firm provide legal services as counsel to the Fund. Under separate Accounting Services and Chief Compliance Officer ("CCO") Employment agreements, the Adviser provides accounting services and the CCO provides compliance services to the Fund. The costs of these services are allocated to each fund. For the year ended August 31, 2005, the Fund recognized expenses of approximately $236,700, representing Van Kampen Investment Inc.'s or its affiliates' (collectively "Van Kampen") cost of providing accounting services to the Fund, 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 Accounting Services and CCO Employment agreement are reported as part of "Other" expenses on the Statement of Operations. Van Kampen Investor Services Inc. (VKIS), an affiliate of the Adviser, serves as the shareholder servicing agent for the Fund. For the year ended August 31, 2005, the Fund recognized expenses of approximately $18,163,800 representing transfer agency fees paid to VKIS. Transfer agency fees are determined through negotiations with the Fund's Board of Trustees. Certain officers and trustees of the Fund are also officers and directors of Van Kampen. The Fund does not compensate its officers or trustees who are officers of Van Kampen. The Fund 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. Amounts deferred are retained by the Fund and to the extent permitted by the 1940 Act, as amended, may be invested in the common shares of those funds selected by the trustees. Investments in such funds of $446,387 are included in "Other" assets on the Statement of Assets and Liabilities at August 31, 2005. Appreciation/depreciation and distributions received from these investments are recorded with an offsetting increase/decrease in the deferred compensation obligation and do not affect the net asset value of the Fund. Benefits under the retirement plan are payable upon retirement for a ten-year period and are based upon each trustee's years of service to the Fund. The maximum annual benefit per trustee under the plan is $2,500. For the year ended August 31, 2005, the Fund paid brokerage commissions to Morgan Stanley DW Inc. (Morgan Stanley), an affiliate of the Adviser, totaling $2,458,573. 32 VAN KAMPEN EMERGING GROWTH FUND NOTES TO FINANCIAL STATEMENTS -- AUGUST 31, 2005 continued 3. CAPITAL TRANSACTIONS At August 31, 2005, capital aggregated $5,426,616,125, $3,664,218,781, $1,210,667,381, $103,681,668 and $1,867,878 for Classes A, B, C, I and R, respectively. For the year ended August 31, 2005, transactions were as follows: <Table> <Caption> SHARES VALUE Sales: Class A.................................................. 12,472,853 $ 464,652,022 Class B.................................................. 3,127,612 99,846,035 Class C.................................................. 557,074 18,330,399 Class I.................................................. 687,736 27,130,096 Class R.................................................. 107,735 3,963,626 ----------- --------------- Total Sales................................................ 16,953,010 $ 613,922,178 =========== =============== Repurchases: Class A.................................................. (38,447,135) $(1,432,628,270) Class B.................................................. (20,649,292) (661,781,906) Class C.................................................. (5,292,533) (173,958,855) Class I.................................................. (244,651) (9,293,759) Class R.................................................. (645,499) (23,105,697) ----------- --------------- Total Repurchases.......................................... (65,279,110) $(2,300,768,487) =========== =============== </Table> At August 31, 2004, capital aggregated $6,405,170,497, $4,231,806,699, $1,367,382,062, $86,024,944 and $21,016,394 for Classes A, B, C, I and R, respectively. For the year ended August 31, 2004, transactions were as follows: <Table> <Caption> SHARES VALUE Sales: Class A.................................................. 18,786,524 $ 669,892,192 Class B.................................................. 5,296,493 163,446,114 Class C.................................................. 1,154,509 36,550,987 Class I.................................................. 208,563 7,508,169 Class R.................................................. 924,246 33,369,388 ----------- --------------- Total Sales................................................ 26,370,335 $ 910,766,850 =========== =============== Repurchases: Class A.................................................. (35,381,500) $(1,264,994,832) Class B.................................................. (16,252,647) (499,964,345) Class C.................................................. (5,683,822) (180,075,861) Class I.................................................. (275,786) (9,917,441) Class R.................................................. (350,264) (12,612,438) ----------- --------------- Total Repurchases.......................................... (57,944,019) $(1,967,564,917) =========== =============== </Table> Class B Shares purchased on or after June 1, 1996, and any dividend reinvestment plan Class B Shares received on such shares, automatically convert to Class A Shares eight years after the end of the calendar month in which the Shares were purchased. Class B Shares purchased before June 1, 1996, and any dividend reinvestment plan Class B Shares received 33 VAN KAMPEN EMERGING GROWTH FUND NOTES TO FINANCIAL STATEMENTS -- AUGUST 31, 2005 continued on such shares, automatically convert to Class A Shares six years after the end of the calendar month in which the shares were purchased. For the years ended August 31, 2005 and 2004, 4,025,916 and 821,843 Class B Shares converted to Class A Shares, respectively, and are shown in the above table as sales of Class A Shares and repurchases of Class B Shares. Class C Shares purchased before January 1, 1997, and any dividend reinvestment plan Class C Shares received on such shares, automatically convert to Class A Shares ten years after the end of the calendar month in which such shares were purchased. Class C Shares purchased on or after January 1, 1997 do not possess a conversion feature. For the years ended August 31, 2005 and 2004, 256,635 and 39,682 Class C Shares converted to Class A Shares, respectively, and are shown in the above table as sales of Class A Shares and repurchases of Class C Shares. Class I and Class R Shares do not possess a conversion feature. Class B and C Shares are offered without a front end sales charge, but are subject to a contingent deferred sales charge (CDSC). The CDSC for Class B and C Shares will be imposed on most redemptions made within five years of the purchase for Class B and one year of the purchase for Class C as detailed in the following schedule. <Table> <Caption> CONTINGENT DEFERRED SALES CHARGE AS A PERCENTAGE OF DOLLAR AMOUNT SUBJECT TO CHARGE -------------------------- YEAR OF REDEMPTION CLASS B CLASS C First....................................................... 5.00% 1.00% Second...................................................... 4.00% None Third....................................................... 3.00% None Fourth...................................................... 2.50% None Fifth....................................................... 1.50% None Sixth and Thereafter........................................ None None </Table> For the year ended August 31, 2005, Van Kampen, as Distributor for the Fund, received net commissions on sales of the Fund's Class A Shares of approximately $667,900 and CDSC on redeemed shares of approximately $3,549,300. Sales charges do not represent expenses to the Fund. 4. INVESTMENT TRANSACTIONS During the period, the cost of purchases and proceeds from sales of investments, excluding short-term investments, were $5,642,380,133 and $7,148,099,716, respectively. 5. DISTRIBUTION AND SERVICE PLANS With respect to its Class A Shares, Class B Shares, Class C Shares and Class R Shares, the Fund and its shareholders have adopted a distribution plan pursuant to Rule 12b-1 under the 1940 Act, as amended, and a service plan (collectively the "Plans"). The Plans govern payments for: the distribution of the Fund's Class A Shares, Class B Shares, Class C Shares and Class R Shares; the provision of ongoing shareholder services with respect to such classes of shares; and maintenance of shareholder accounts with respect to such classes of shares. Annual fees under the Plan of up to .25% of Class A average daily net assets and up to 1.00% each for Class B and Class C average daily net assets and up to ..50% of Class R Shares 34 VAN KAMPEN EMERGING GROWTH FUND NOTES TO FINANCIAL STATEMENTS -- AUGUST 31, 2005 continued average daily net assets are accrued daily. The annual fees for Class A Shares and Class R Shares are paid quarterly and annual fees for Class C Shares are paid monthly. For Class B Shares, 75% of the annual fees are paid monthly, while 25% of the annual fees are paid quarterly. The amount of distribution expenses incurred by Van Kampen and not yet reimbursed ("unreimbursed receivable") was approximately $24,165,100 and $1,401,600 for Class B and Class C Shares, respectively. These amounts may be recovered from future payments under the distribution plan or CDSC. To the extent the unreimbursed receivable has been fully recovered, any excess 12b-1 fees will be refunded to the Fund on a quarterly basis. Included in the fees for the year ended August 31, 2005 are payments retained by Van Kampen of approximately $14,713,400 and payments made to Morgan Stanley, an affiliate of the Adviser, of approximately $1,085,200. 6. LEGAL MATTERS The Adviser, certain affiliates of the Adviser, and certain investment companies advised by the Adviser or its affiliates, including the Fund, are named as defendants in a number of similar class action complaints which were recently consolidated. The consolidated action also names as defendants certain individual Trustees and Directors of certain investment companies advised by affiliates of the Adviser; the complaint does not, however, name the individual Trustees of any Van Kampen funds. The consolidated amended complaint generally alleges that defendants violated their statutory disclosure obligations and fiduciary duties by failing properly to disclose (i) that the Adviser and certain affiliates of the Adviser allegedly offered economic incentives to brokers and others to steer investors to the funds advised by the Adviser or its affiliates rather than funds managed by other companies, and (ii) that the funds advised by the Adviser or its affiliates, including the Fund, allegedly paid excessive commissions to brokers in return for their alleged efforts to steer investors to these funds. The complaint seeks, among other things, unspecified compensatory damages, rescissionary damages, fees and costs. Plaintiffs have filed a Motion for Leave to file a Supplemental Pleading that would, among other things, expand the allegations and alleged class. The Adviser and certain affiliates of the Adviser are also named as defendants in a derivative suit which additionally names as defendants certain individual Trustees of certain Van Kampen funds; the named investment companies, including the Fund, are listed as nominal defendants. The complaint alleges that defendants caused the Van Kampen funds to pay economic incentives to a proprietary sales force to promote the sale of proprietary mutual funds. The complaint also alleges that the Van Kampen funds paid excessive commissions to Morgan Stanley and its affiliates in connection with the sales of the funds. The complaint seeks, among other things, the removal of the current Trustees of the funds, rescission of the management contracts for the funds, disgorgement of profits by Morgan Stanley and its affiliates and monetary damages. This complaint has been coordinated with the consolidated complaint described in the preceding paragraph. Plaintiff has sought leave to file a second amended derivative compliant that alleges that the Adviser permitted or recklessly disregarded market timing and late trading in its proprietary mutual funds in order to increase assets under management and fees. However, pursuant to an agreement between the parties, the plaintiff's proposed second amended derivative complaint was withdrawn and the allegations regarding market timing and late trading asserted therein were filed in a 35 VAN KAMPEN EMERGING GROWTH FUND NOTES TO FINANCIAL STATEMENTS -- AUGUST 31, 2005 continued separate complaint and coordinated with other cases related to market timing that have been centralized in a federal court. The defendants have moved to dismiss each of these actions and otherwise intend to defend them vigorously. While the defendants believe that they have meritorious defenses, the ultimate outcome of these matters is not presently determinable at this early stage of litigation, and no provision has been made in the Fund's financial statements for the effect, if any, of these matters. 7. INDEMNIFICATIONS The Fund enters into contracts that contain a variety of indemnifications. The Fund's maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote. 36 VAN KAMPEN EMERGING GROWTH FUND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees of Van Kampen Emerging Growth Fund We have audited the accompanying statement of assets and liabilities of Van Kampen Emerging Growth Fund (the "Fund"), including the portfolio of investments, as of August 31, 2005, and the related statement of operations 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 Fund's 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 the 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. We were not engaged to perform an audit of the Fund's 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 Fund's 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 and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2005, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. 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 the Van Kampen Emerging Growth Fund at August 31, 2005, the results of its operations 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 U.S. generally accepted accounting principles. -s- Ernst & Young LLP Chicago, Illinois October 12, 2005 37 VAN KAMPEN EMERGING GROWTH FUND 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 RONALD E. ROBISON President and Principal Executive Officer JOSEPH J. MCALINDEN Executive Vice President and Chief Investment Officer AMY R. DOBERMAN Vice President STEFANIE V. CHANG Vice President and Secretary JOHN L. SULLIVAN Chief Compliance Officer PHILLIP G. GOFF Chief Financial Officer and Treasurer INVESTMENT ADVISER VAN KAMPEN ASSET MANAGEMENT 1221 Avenue of the Americas New York, New York 10020 DISTRIBUTOR VAN KAMPEN FUNDS INC. 1221 Avenue of the Americas New York, New York 10020 SHAREHOLDER SERVICING AGENT VAN KAMPEN INVESTOR SERVICES INC. P.O. Box 947 Jersey City, New Jersey 07303-0947 CUSTODIAN STATE STREET BANK AND TRUST COMPANY 225 Franklin Street P.O. Box 1713 Boston, Massachusetts 02110 LEGAL COUNSEL SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 333 West Wacker Drive Chicago, Illinois 60606 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ERNST & YOUNG LLP 233 South Wacker Drive Chicago, Illinois 60606 * "Interested persons" of the Fund, as defined in the Investment Company Act of 1940, as amended. 38 VAN KAMPEN EMERGING GROWTH FUND TRUSTEES AND OFFICERS The business and affairs of the Fund are managed under the direction of the Fund's Board of Trustees and the Fund's officers appointed by the Board of Trustees. The tables below list the trustees and executive officers of the Fund and their principal occupations during the last five years, other directorships held by trustees and their affiliations, if any, with Van Kampen Investments Inc. ("Van Kampen Investments"), Van Kampen Asset Management (the "Adviser"), Van Kampen Funds Inc. (the "Distributor"), Van Kampen Advisors Inc., Van Kampen Exchange Corp. and Van Kampen Investor Services Inc. ("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 serve until reaching their retirement age or until their successors are duly elected and qualified. Officers are annually elected by the trustees. INDEPENDENT TRUSTEES <Table> <Caption> 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 FUND SERVED DURING PAST 5 YEARS BY TRUSTEE HELD BY TRUSTEE David C. Arch (60) Trustee Trustee Chairman and Chief 78 Trustee/Director/Managing Blistex Inc. since 2003 Executive Officer of General Partner of 1800 Swift Drive Blistex Inc., a consumer funds in the Fund Oak Brook, IL 60523 health care products Complex. manufacturer. Director of the Heartland Alliance, a nonprofit organization serving human needs based in Chicago. 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 (67) Trustee Trustee Prior to January 1999, 76 Trustee/Director/Managing 33971 Selva Road since 1999 Chairman and Chief General Partner of Suite 130 Executive Officer of the funds in the Fund Dana Point, CA 92629 Allstate Corporation Complex. Director of ("Allstate") and Allstate Amgen Inc., a Insurance Company. Prior biotechnological to January 1995, company, and Director President and Chief of Valero Energy Executive Officer of Corporation, an Allstate. Prior to August independent refining 1994, various management company. positions at Allstate. </Table> 39 <Table> <Caption> VAN KAMPEN EMERGING GROWTH FUND 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 FUND SERVED DURING PAST 5 YEARS BY TRUSTEE HELD BY TRUSTEE Rod Dammeyer (64) Trustee Trustee President of CAC, L.L.C., 78 Trustee/Director/Managing CAC, L.L.C. since 2003 a private company General Partner of 4350 LaJolla Village Drive offering capital funds in the Fund Suite 980 investment and management Complex. Director of San Diego, CA 92122-6223 advisory services. Prior Stericycle, Inc., to February 2001, Vice Ventana Medical Chairman and Director of Systems, Inc., and GATX Anixter International, Corporation, and Inc., a global Trustee of The Scripps distributor of wire, Research Institute. cable and communications Prior to January 2005, connectivity products. Trustee of the Prior to July 2000, University of Chicago Managing Partner of Hospitals and Health Equity Group Corporate Systems. Prior to April Investment (EGI), a 2004, Director of company that makes TheraSense, Inc. Prior private investments in to January 2004, other companies. 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. Prior to July 2000, Director of Allied Riser Communications Corp., Matria Healthcare Inc., Transmedia Networks, Inc., CNA Surety, Corp. and Grupo Azcarero Mexico (GAM). </Table> 40 <Table> <Caption> VAN KAMPEN EMERGING GROWTH FUND 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 FUND SERVED DURING PAST 5 YEARS BY TRUSTEE HELD BY TRUSTEE Linda Hutton Heagy (57) Trustee Trustee Managing Partner of 76 Trustee/Director/Managing Heidrick & Struggles since 1995 Heidrick & Struggles, an General Partner of 233 South Wacker Drive executive search firm. funds in the Fund Suite 7000 Trustee on the University Complex. Chicago, IL 60606 of Chicago Hospitals 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. R. Craig Kennedy (53) Trustee Trustee Director and President of 76 Trustee/Director/Managing 1744 R Street, NW since 1995 the German Marshall Fund General Partner of Washington, DC 20009 of the United States, an funds in the Fund independent U.S. Complex. 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 (69) Trustee Trustee Prior to 1998, President 78 Trustee/Director/Managing 14 Huron Trace since 2003 and Chief Executive General Partner of Galena, IL 61036 Officer of Pocklington funds in the Fund Corporation, Inc., an Complex. Director of investment holding the Lake Forest Bank & company. Director of the Trust. Marrow Foundation. </Table> 41 <Table> <Caption> VAN KAMPEN EMERGING GROWTH FUND 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 FUND SERVED DURING PAST 5 YEARS BY TRUSTEE HELD BY TRUSTEE Jack E. Nelson (69) Trustee Trustee President of Nelson 76 Trustee/Director/Managing 423 Country Club Drive since 1995 Investment Planning General Partner of Winter Park, FL 32789 Services, Inc., a funds in the Fund financial planning Complex. 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 (64) Trustee Trustee President Emeritus and 78 Trustee/Director/Managing 1126 E. 59th Street since 2003 Honorary Trustee of the General Partner of Chicago, IL 60637 University of Chicago and funds in the Fund the Adam Smith Complex. Director of Distinguished Service Winston Laboratories, Professor in the Inc. 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. Suzanne H. Woolsey, Ph.D. (63) Trustee Trustee Chief Communications 76 Trustee/Director/Managing 815 Cumberstone Road since 1999 Officer of the National General Partner of Harwood, MD 20776 Academy of funds in the Fund Sciences/National Complex. Director of Research Council, an Fluor Corp., an independent, federally engineering, chartered policy procurement and institution, from 2001 to construction November 2003 and Chief organization, since Operating Officer from January 2004 and 1993 to 2001. Director of Director of Neurogen the Institute for Defense Corporation, a Analyses, a federally pharmaceutical company, funded research and since January 1998. development center, Director of the German Marshall Fund of the United States, Director of the Rocky Mountain Institute and Trustee of 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. </Table> 42 VAN KAMPEN EMERGING GROWTH FUND TRUSTEE AND OFFICER INFORMATION continued INTERESTED TRUSTEE* <Table> <Caption> 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 FUND SERVED DURING PAST 5 YEARS BY TRUSTEE HELD BY TRUSTEE Wayne W. Whalen* (66) Trustee Trustee Partner in the law firm 78 Trustee/Director/Managing 333 West Wacker Drive since 1995 of Skadden, Arps, Slate, General Partner of Chicago, IL 60606 Meagher & Flom LLP, legal funds in the Fund counsel to funds in the Complex. Director of Fund Complex. the Abraham Lincoln Presidential Library Foundation. </Table> * 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. 43 VAN KAMPEN EMERGING GROWTH FUND TRUSTEE AND OFFICER INFORMATION continued OFFICERS <Table> <Caption> TERM OF OFFICE AND POSITION(S) LENGTH OF NAME, AGE AND HELD WITH TIME PRINCIPAL OCCUPATION(S) ADDRESS OF OFFICER FUND SERVED DURING PAST 5 YEARS Ronald E. Robison (66) President and Officer President of funds in the Fund Complex since September 2005, 1221 Avenue of the Americas Principal Executive since 2003 Principal Executive Officer of funds in the Fund Complex New York, NY 10020 Officer since 2003, and previously Executive Vice President of funds in the Fund Complex from 2003-2005. Managing Director of Morgan Stanley and Morgan Stanley & Co. Incorporated. Managing Director of Morgan Stanley Investment Management Inc. Chief Administrative Officer, Managing Director and Director of Morgan Stanley Investment Advisors Inc., Morgan Stanley Services Company Inc. and Managing Director and Director of Morgan Stanley Distributors 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. Joseph J. McAlinden (62) Executive Vice Officer Managing Director and Chief Investment Officer of Morgan 1221 Avenue of the Americas President and Chief since 2002 Stanley Investment Advisors Inc., and Morgan Stanley New York, NY 10020 Investment Officer Investment Management Inc. and Director of Morgan Stanley Trust for over 5 years. Executive Vice President and Chief Investment Officer of funds in the Fund Complex. Managing Director and Chief Investment Officer of Van Kampen Investments, the Adviser and Van Kampen Advisors Inc. since December 2002. Amy R. Doberman (43) 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. Stefanie V. Chang (38) Vice President Officer Executive Director of Morgan Stanley Investment Management. 1221 Avenue of the Americas and Secretary since 2003 Vice President and Secretary of funds in the Fund Complex. New York, NY 10020 </Table> 44 <Table> <Caption> VAN KAMPEN EMERGING GROWTH FUND TRUSTEE AND OFfiCER INFORMATION continued TERM OF OFFICE AND POSITION(S) LENGTH OF NAME, AGE AND HELD WITH TIME PRINCIPAL OCCUPATION(S) ADDRESS OF OFFICER FUND SERVED DURING PAST 5 YEARS John L. Sullivan (50) Chief Compliance Officer Chief Compliance Officer of funds in the Fund Complex since 1 Parkview Plaza Officer since 1996 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. Phillip G. Goff (41) Chief Financial Officer Executive Director of Morgan Stanley Investment Management 1 Parkview Plaza Officer and since 2005 since June 2005. Chief Financial Officer and Treasurer of Oakbrook Terrace, IL 60181 Treasurer funds in the Fund Complex since August 2005. Prior to June 2005, Vice President and Chief Financial Officer of Enterprise Capital Management, Inc., an investment holding company. </Table> 45 Van Kampen Emerging Growth Fund 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 annually. The following Policy applies to current and former individual clients of Van Kampen Investments Inc., Van Kampen Asset Management, Van Kampen Advisors Inc., Van Kampen Funds Inc., Van Kampen Investor Services Inc. and Van Kampen Exchange Corp., as well as current and former individual investors in Van Kampen mutual funds, unit investment trusts, 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. Please note that 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. We strive to maintain the privacy of such information while we help you achieve your financial objectives. This Policy describes what non-public personal information we collect about you, why we collect it, and when we may share it with others. We hope this Policy will help you understand how we collect and share non-public personal information that we gather about you. Throughout this Policy, we refer to the non-public information that personally identifies you or your accounts as "personal information." 1. WHAT PERSONAL INFORMATION DO WE COLLECT ABOUT YOU? To serve you better and manage our business, it is important that we collect and maintain accurate information about you. We may obtain this information from applications and other forms you submit to us, from your dealings with us, from consumer reporting agencies, from our Web sites and from third parties and other sources. (continued on next page) Van Kampen Emerging Growth Fund An Important Notice Concerning Our U.S. Privacy Policy continued For example: -- We may collect information such as your name, address, e-mail address, telephone/fax numbers, assets, income and investment objectives through applications and other forms you submit to us. -- 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. -- We may obtain information about your creditworthiness and credit history from consumer reporting agencies. -- We may collect background information from and through third-party vendors to verify representations you have made and to comply with various regulatory requirements. -- 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 computer's 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. 2. WHEN DO WE DISCLOSE PERSONAL INFORMATION WE COLLECT ABOUT YOU? To provide you with the products and services you request, to serve you better and to manage our business, we may disclose personal information we collect about you to our affiliated companies and to non-affiliated third parties as required or permitted by law. A. INFORMATION WE DISCLOSE TO OUR AFFILIATED COMPANIES. We do not disclose personal information that we collect about you to our affiliated companies except to enable them to provide services on our behalf or as otherwise required or permitted by law. B. INFORMATION WE DISCLOSE TO THIRD PARTIES. We do not disclose personal information that we collect about you to non-affiliated third parties except to enable them to provide services on our behalf, to perform joint marketing agreements with (continued on back) Van Kampen Emerging Growth Fund An Important Notice Concerning Our U.S. Privacy Policy continued other financial institutions, or as otherwise required or permitted by law. For example, some instances where we may disclose information about you to non-affiliated third 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 these companies, they are required to limit their use of personal information to the particular purpose for which it was shared and they are not allowed to share personal information with others except to fulfill that limited purpose. 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, and we require them to adhere to confidentiality standards with respect to such information. The Statement of Additional Information includes additional information about Fund trustees and is available, without charge, upon request by calling 1-800-847-2424. Van Kampen Funds Inc. 1 Parkview Plaza P.O. Box 5555 Oakbrook Terrace, IL 60181-5555 www.vankampen.com Copyright (C)2005 Van Kampen Funds Inc. All rights reserved. Member NASD/SIPC. 16, 116, 216, 516, 316 EMG ANR 10/05 (VAN KAMPEN INVESTMENTS SHINE LOGO) RN05-02475P-Y08/05 Item 2. Code of Ethics. (a) The Fund 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 Fund or a third party. (b) No information need be disclosed pursuant to this paragraph. (c) The Fund has amended its Code of Ethics during the period covered by the shareholder report presented in Item 1 hereto to delete from the end of the following paragraph on page 2 of the Code the phrase "to the detriment of the Fund.": "Each Covered Officer must not use his personal influence or personal relationship improperly to influence investment decisions or financial reporting by the Fund whereby the Covered Officer would benefit personally (directly or indirectly)." Further, due to personnel changes at the Adviser, the list of Covered Officers set forth in Exhibit B and the General Counsel designee to whom questions about the application of the Code should be referred in Exhibit C were amended during the period. Exhibit B was then amended again in March 2005 and a third time in August 2005 and a fourth time in September 2005. All four editions of Exhibit B are attached. Additionally, Exhibit B was amended to remove Mitchell M. Merin as a covered officer. (d) Not applicable. (e) Not applicable. (f) (1) The Fund's Code of Ethics is attached hereto as Exhibit 12A. (2) Not applicable. (3) Not applicable. Item 3. Audit Committee Financial Expert. The Fund's Board of Trustees has determined that it has two "audit committee financial experts" serving on its audit committee, each of whom are "independent" Trustees : Jerry 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: 2005 REGISTRANT COVERED ENTITIES(1) AUDIT FEES............... $66,700 N/A NON-AUDIT FEES AUDIT-RELATED FEES... $0 $280,000(2) TAX FEES............. $2,000(3) $58,688(4) ALL OTHER FEES....... $0 $655,125(5) TOTAL NON-AUDIT FEES..... $2,000 $993,813 TOTAL.................... $68,700 $993,813 2004 REGISTRANT COVERED ENTITIES(1) AUDIT FEES............... $66,000 N/A NON-AUDIT FEES AUDIT-RELATED FEES... $0 $159,500(2) TAX FEES............. $1,500(3) $42,141(4) ALL OTHER FEES....... $0 $222,168(6) TOTAL NON-AUDIT FEES..... $1,500 $423,809 TOTAL.................... $67,500 $423,809 N/A- Not applicable, as not required by Item 4. (1) 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. (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 a SAS 70 Report. (3) Tax Fees represent tax advice and compliance services provided in connection with the review of the Registrant's tax. (4) Tax Fees represent tax advice services provided to Covered Entities, including research and identification of PFIC entities. (5) All Other Fees represent attestation services provided in connection with performance presentation standards and assistance with compliance policies and procedures. (6) All Other Fees represent attestation services provided in connection with performance presentation standards, general industry education seminars provided, and a regulatory review project performed. (e)(1) The audit committee's 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, 2004(1) 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 auditor's 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 committee's administration of the engagement of the independent auditor. The SEC's 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 SEC's 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 Fund's business, people, culture, accounting systems, risk profile and other factors, and whether the service might enhance the Fund's 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 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 Committee's responsibilities to pre-approve services performed by the Independent Auditors to management. - ------------------ (1) 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. (2) Terms used in this Policy and not otherwise defined herein shall have the meanings as defined in the Joint Audit Committee Charter. The Fund's 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 SEC's 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 Fund's 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 Fund's 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 SEC's 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 auditor's 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 SEC's 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 SEC's 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 SEC's 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 SEC's prohibited non-audit services is attached to this policy as Appendix B.5. The SEC's 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 Fund's Chief Financial Officer and must include a detailed description of the services to be rendered. The Fund's 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 Fund's Chief Financial Officer, and must include a joint statement as to whether, in their view, the request or application is consistent with the SEC's rules on auditor independence. The Audit Committee has designated the Fund's 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 Fund's 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 Fund's 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 Fund's 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 auditor's 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 Fund's investment adviser(s) and any entity controlling, controlled by or under common control with the Fund's 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 Fund's 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: - Van Kampen Investments Inc. - Van Kampen Asset Management - Van Kampen Advisors Inc. - Van Kampen Funds Inc. - Van Kampen Investor Services Inc. - Morgan Stanley Investment Management Inc. - Morgan Stanley Trust Company - Morgan Stanley Investment Management Ltd. - Morgan Stanley Investment Management Company - 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 Committee's 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 Fund 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 Choate, Rod Dammeyer. (b) Not applicable. Item 6. Schedule of Investments. Please refer to Item #1. Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. Not applicable. Item 8. Portfolio Managers of Closed-End Management Investment Companies. Not applicable. Item 9. Purchases 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 Fund's principal executive officer and principal financial officer have concluded that the Fund's disclosure controls and procedures are sufficient to ensure that information required to be disclosed by the Fund in this Form N-CSR was recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's 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 registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. Item 12. Exhibits. (a) The Code of Ethics for Principal Executive and Senior Financial Officers is attached hereto. (b)(1) A certification for the Principal Executive Officer of the registrant is attached hereto as part of EX-99.CERT. (b)(2) 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 Emerging Growth Fund By: /s/ Ronald E. Robison ---------------------- Name: Ronald E. Robison Title: Principal Executive Officer Date: October 20, 2005 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. By: /s/ Ronald E. Robison --------------------- Name: Ronald E. Robison Title: Principal Executive Officer Date: October 20, 2005 By: /s/ Phillip G. Goff ------------------- Name: Phillip G. Goff Title: Principal Financial Officer Date: October 20, 2005