Table of Contents
OVERVIEW
LETTER TO SHAREHOLDERS 1
ECONOMIC SNAPSHOT 2
PERFORMANCE SUMMARY
RETURN HIGHLIGHTS 4
PORTFOLIO AT A GLANCE
CREDIT QUALITY 6
SIX-MONTH DIVIDEND HISTORY 6
TOP FIVE SECTORS 7
NET ASSET VALUE AND COMMON SHARE MARKET PRICE 7
Q&A WITH YOUR PORTFOLIO MANAGERS 8
GLOSSARY OF TERMS 11
BY THE NUMBERS
YOUR TRUST'S INVESTMENTS 12
FINANCIAL STATEMENTS 21
NOTES TO FINANCIAL STATEMENTS 26
DIVIDEND REINVESTMENT PLAN 30
BOARD OF TRUSTEES AND IMPORTANT ADDRESSES 32
RESULTS OF SHAREHOLDER VOTES 33
You have a time-tested partner in Van Kampen.
NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE
OVERVIEW
LETTER TO SHAREHOLDERS
July 22, 2002
Dear Shareholder,
Due to events in the markets and the well-publicized controversies surrounding
certain companies, the recent months have been challenging for many investors.
Against this backdrop, you may be re-evaluating your investments. In this
regard, your financial advisor is a particularly valuable resource. Your advisor
can help you review your current asset allocation and determine whether it
remains appropriate for your goals, risk tolerance and time horizon.
You also have a time-tested partner in Van Kampen. With roots extending to 1927,
our legacy spans other market downturns and periods of uncertainty. While the
causes of turbulence have changed, our generations of experience have taught us
the enduring value of patience, discipline and long-term
focus.
Thank you for your continued trust in Van Kampen. We
appreciate the opportunity to help you and your loved ones enjoy life's true
wealth--family, friends and life's daily pleasures.
Sincerely,
[SIG]
Richard F. Powers, III
President and CEO
Van Kampen Investment Advisory Corp.
1
ECONOMIC SNAPSHOT
THE ECONOMY
OVERALL ECONOMIC ACTIVITY INCREASED MODESTLY IN JUNE, CONTINUING THE TREND THAT
HAS BEEN EVIDENT THROUGHOUT 2002.
SIGNS OF GROWTH WERE EVIDENT IN MANY OF THE STATISTICAL MEASURES RELEASED
THROUGHOUT THE MONTH. FOR EXAMPLE, MANUFACTURING ACTIVITY, WHICH SLOWLY GAINED
MOMENTUM IN RECENT MONTHS, CLIMBED TO ITS HIGHEST LEVEL SINCE JUNE 1999.
AND, DESPITE LESS-THAN-ANTICIPATED EMPLOYMENT GROWTH AND INCREASING UNCERTAINTY
IN WORLD ECONOMICS AND POLITICS, U.S. CONSUMERS CONTINUED TO SUPPORT DOMESTIC
GROWTH THROUGH THE PURCHASE OF HOUSES, CARS AND EVERYDAY MERCHANDISE AND
SERVICES.
FINALLY, AS IF ACKNOWLEDGING HOW FAR THE ECONOMY HAS COME--AND HOW FAR IT STILL
HAS TO GO--THE FEDERAL RESERVE BOARD CHOSE TO LEAVE SHORT-TERM INTEREST RATES AT
THE REMARKABLY LOW LEVELS THAT PREVAILED THROUGHOUT THE FIRST HALF OF 2002.
2
U.S. GROSS DOMESTIC PRODUCT
SEASONALLY ADJUSTED ANNUALIZED RATES
(March 31, 2000--March 31, 2002)
[BAR GRAPH]
U.S. GROSS DOMESTIC PRODUCT
---------------------------
Mar 00 4.80%
Jun 00 5.70%
Sep 00 1.30%
Dec 00 1.90%
Mar 01 1.30%
Jun 01 0.30%
Sep 01 -1.30%
Dec 01 1.70%
Mar 02 6.10%
Source: Bureau of Economic Analysis
INTEREST RATES AND INFLATION
(June 30, 2000--June 30, 2002)
[LINE GRAPH]
INTEREST RATES INFLATION
-------------- ---------
Jun 00 6.50% 3.70%
6.50% 3.70%
6.50% 3.40%
Sept 00 6.50% 3.50%
6.50% 3.40%
6.50% 3.40%
Dec 00 6.50% 3.40%
5.50% 3.70%
5.50% 3.50%
Mar 01 5.00% 2.90%
4.50% 3.30%
4.00% 3.60%
Jun 01 3.75% 3.20%
3.75% 2.70%
3.50% 2.70%
Sept 01 3.00% 2.60%
2.50% 2.10%
2.00% 1.90%
Dec 01 1.75% 1.60%
1.75% 1.10%
1.75% 1.10%
Mar 02 1.75% 1.50%
1.75% 1.60%
1.75% 1.20%
Jun 02 1.75% 1.10%
Interest rates are represented by the closing midline federal funds target rate
on the last day of each month. Inflation is indicated by the annual percentage
change of the Consumer Price Index for all urban consumers at the end of each
month.
Source: Bloomberg
3
PERFORMANCE SUMMARY
RETURN HIGHLIGHTS
(as of June 30, 2002)
-----------------------------
NYSE Ticker Symbol - VLT
-----------------------------
--------------------------------------------------------------------
Six-month total return(1) -6.87%
--------------------------------------------------------------------
One-year total return(1) -11.08%
--------------------------------------------------------------------
Five-year average annual total return(1) -2.01%
--------------------------------------------------------------------
Ten-year average annual total return(1) 6.08%
--------------------------------------------------------------------
Life-of-Trust average annual total return(1) 5.47%
--------------------------------------------------------------------
Commencement date 04/28/89
--------------------------------------------------------------------
Distribution rate as a % of closing common share market
price(2) 12.00%
--------------------------------------------------------------------
Net asset value $4.05
--------------------------------------------------------------------
Closing common share market price $5.05
--------------------------------------------------------------------
Six-month high common share market price (05/07/02) $6.14
--------------------------------------------------------------------
Six-month low common share market price (06/26/02) $4.71
--------------------------------------------------------------------
Preferred share rate(3) 2.000%
--------------------------------------------------------------------
4
(1) Total return assumes an investment at the common share market price at the
beginning of the period indicated, reinvestment of all distributions for the
period in accordance with the Trust's dividend reinvestment plan, and sale
of all shares at the closing common share market price at the end of the
period indicated.
(2) Distribution rate represents the monthly annualized distributions of the
Trust at the end of the period and not the earnings of the Trust.
(3) See "Notes to Financial Statements" footnote #4, for more information
concerning Preferred Share reset periods.
Past performance is no guarantee of future results. Investment return,
common share market price and net asset value will fluctuate and Trust
shares, when sold, may be worth more or less than their original cost. An
investment in the Trust is subject to investment risks, and you could lose
money on your investment in the Trust. As a result of recent market
activity, current performance may vary from the figures shown. For more
up-to-date information, please visit vankampen.com or speak with your
financial advisor.
5
PORTFOLIO AT A GLANCE
CREDIT QUALITY
(as a percentage of long-term debt investments)
As of June 30, 2002
- AAA/Aaa............ 1.7% [PIE CHART]
- A/A................ 2.9%
- BBB/Baa............ 22.5%
- BB/Ba.............. 40.7%
- B/B................ 27.0%
- CCC/Caa & below.... 4.4%
- Non-Rated.......... 0.8%
As of December 31, 2001
- A/A................ 3.8% [PIE CHART]
- BBB/Baa............ 12.5%
- BB/Ba.............. 38.1%
- B/B................ 37.2%
- CCC/Caa & below.... 8.3%
- Non-Rated.......... 0.1%
Based upon the credit quality ratings as issued by Standard & Poor's Credit
Market Services/Moody's Investor Services, respectively. Subject to change
daily.
SIX-MONTH DIVIDEND HISTORY
(for the six months ending June 30, 2002, for common shares)
[BAR GRAPH]
DIVIDENDS
---------
1/02 0.0615
2/02 0.0575
3/02 0.0575
4/02 0.0575
5/02 0.0575
6/02 0.0505
The dividend history represents dividends that were paid on the trust and is no
guarantee of the trust's future dividends.
6
TOP FIVE SECTORS
(as a percentage of long-term investments)
[INVESTMENT PERFORMANCE GRAPH]
JUNE 30, 2002 DECEMBER 31, 2001
------------- -----------------
Gaming & Leisure 12.80% 9.10%
Energy 10.70% 9.60%
Transportation 7.80% 5.80%
Forest Products 7.40% 8.10%
Cable 6.50% 10.20%
Subject to change daily.
NET ASSET VALUE AND COMMON SHARE MARKET PRICE
(based upon quarter-end values--June 1992 through June 2002)
[INVESTMENT PERFORMANCE GRAPH]
NET ASSET VALUE COMMON SHARE MARKET PRICE
--------------- -------------------------
6/92 8.3400 8.8250
8.5800 9.1250
7.9200 9.3750
8.6100 9.7500
6/93 8.8400 10.1250
8.7400 10.2500
8.9800 9.7500
8.4900 9.8750
6/94 8.1200 9.7500
7.7500 8.8750
7.3200 7.5000
7.6700 8.2500
6/95 7.9700 8.6250
8.0300 8.6250
8.1200 8.7500
8.0900 8.8750
6/96 7.9400 8.7500
8.1200 9.1250
8.3100 9.3750
8.1300 9.3750
6/97 8.3200 9.8125
8.4700 10.0625
8.4400 9.8125
8.5000 10.0000
6/98 8.3800 9.5625
7.6400 8.5000
7.5900 8.6250
7.3700 8.4375
6/99 7.0900 8.3125
6.6500 7.1875
6.5600 5.7500
6.2100 6.3750
6/00 6.0900 6.8125
5.9900 6.4375
5.4000 5.6900
5.7400 6.4000
6/01 5.4000 6.4000
4.7600 5.9900
4.7700 5.7500
4.5600 5.8700
6/02 4.0500 5.0500
The solid line above represents the trust's net asset value (NAV), which
indicates overall changes in value among the trust's underlying securities. The
trust's common share market price is represented by the dashed line, which
indicates the price the market is willing to pay for shares of the trust at a
given time. Common share market price is influenced by a range of factors,
including supply and demand and market conditions.
7
Q&A WITH YOUR PORTFOLIO MANAGERS
WE RECENTLY SPOKE WITH THE PORTFOLIO MANAGEMENT TEAM FOR THE VAN KAMPEN HIGH
INCOME TRUST II ABOUT THE KEY EVENTS AND ECONOMIC FORCES THAT SHAPED THE MARKETS
AND INFLUENCED THE TRUST'S RETURN DURING THE SIX-MONTH PERIOD ENDED JUNE 30,
2002. THE TRUST IS MANAGED BY THE ADVISER'S HIGH YIELD TEAM. CURRENT MEMBERS(1)
INCLUDE STEPHEN F. ESSER, MANAGING DIRECTOR, GORDON W. LOERY, EXECUTIVE
DIRECTOR, AND DEANNE L. LOUGHNANE, EXECUTIVE DIRECTOR. THE FOLLOWING DISCUSSION
REFLECTS THEIR VIEWS ON THE TRUST'S PERFORMANCE.
(1) Team members may change at any time without notice.
Q WHAT WAS THE MARKET
ENVIRONMENT OF THE PAST SIX MONTHS?
A The high-yield market entered the
period with something of a tailwind at its back. Spreads were relatively wide by
historical standards, even after strong performance in the fourth quarter of
2001. The economy also appeared to be turning the corner, with economic numbers
beginning to evidence the recovery widely anticipated in the previous period.
This had the result of strengthening the equity markets, which in turn, provided
support for the high-yield market. On the technical side, the supply of new
issuance was moderate while demand remained strong.
This favorable confluence of factors produced strong high-yield performance
for the first four months of 2002. The market took a turn for the worse in May,
however, in tandem with the equity markets. A string of accounting scandals
served to undermine investor confidence in corporate America. This had the
effect of slowing demand just as the new issuance calendar picked up. The market
ended the period on a down note, with performance faltering for the last two
months.
In sector terms, market performance was widely varied. Company-specific
scandals in such areas as energy and utilities (Enron), and cable (Adelphia)
served to drag down entire industry sectors, regardless of individual company
fundamentals. The telecommunications sector continued its underperformance,
suffering more defaults than any other industry sector. Two high-profile
companies--WorldCom and Qwest--were also downgraded from investment grade to
junk status, which further undermined confidence in the sector.
8
Q HOW DID THE TRUST PERFORM
IN THIS ENVIRONMENT?
A For the six-month period ended
June 30, 2002, the trust produced a total return of -6.87 percent based on
common share market price. This reflects a decrease in common share market price
from $5.75 per share on December 31, 2001, to $5.05 per share on June 30, 2002.
Of course, past performance is no guarantee of future results. As a result of
recent market activity, current performance may vary from the figures shown.
Investment return, share price and net asset value will fluctuate and trust
shares, when sold, may be worth more or less than their original cost. For more
up-to-date information, please visit vankampen.com or speak with your financial
advisor.
By comparison, the Chase High Yield Index posted a total return of 0.10
percent for the same period. The Chase High Yield Index is an unmanaged,
broad-based statistical composite of high-yield securities. Index returns do not
include any sales charges or fees that would be paid by an investor purchasing
the securities it represents. Such costs would lower performance. It is not
possible to invest directly in an index. For additional performance results,
please refer to the chart and footnotes on page 4.
Q WHAT WERE THE KEY DRIVERS OF
THE TRUST'S RELATIVE PERFORMANCE?
A At the beginning of the period, we
were quite cautious about the prospects for further volatility in the credit
markets. This led us to position the trust in a conservative manner, with
generally higher quality than the benchmark. While we believe this strategy to
be in the long-term interest of the trust's shareholders, it caused the
portfolio to lag the market when lower-quality credits led the market during the
first four months of the period.
Our search for well-priced companies led us in recent years to invest in the
cable sector. Unfortunately, the sector was among the worst performers during
the period. The trust also suffered from negative surprises in selected holdings
in the metals industry.
Q WHAT STRATEGIES DID YOU USE
TO MANAGE THE TRUST?
A Our opinion has been that the
economy is likely to continue to show strength in the months ahead. As a result,
we added positions to the portfolio in economically sensitive sectors that would
be most likely to benefit from an upturn in the economic cycle. Many of the
names we added were in such sectors as transportation, manufacturing and
chemicals.
Through bottom-up research, our analysts also identified several attractive
companies in industries whose prices had been driven down by the high-profile
troubles of their peers. Through their research, we were able to locate several
attractive companies in the utilities and energy sectors and selectively added
to the portfolio's exposure.
Throughout the period under review, we kept the trust underweighted in
consumer-related sectors. It is our belief that U.S. consumer spending is
unlikely to perform as well as the rest of the
9
economy going forward. We have also not seen many companies with prices that
made sense to us. As a result, we maintained the underweighting and anticipate
that we will continue to do so in the coming months.
Q WHAT IS YOUR OUTLOOK FOR
THE TRUST AND THE MARKETS IN THE COMING MONTHS?
A Broadly speaking, we remain
optimistic about the high-yield market. Spreads continue to be relatively wide,
with the market offering what we believe to be some compelling values. We
anticipate that the economy is likely to grow moderately over the next 18
months. We believe this growth should help corporate balance sheets, which will
in turn help to lower defaults.
We also believe that the high-yield market will benefit from a structural
shift in its makeup that has occurred over the past year. One of the greatest
excesses of the late 1990s occurred when more and more lower-quality companies
were able to tap the high-yield market for financing. This wave of lower-quality
companies helped to drag down the market's overall credit quality, and was a
large contributor to the climbing default rates of the past two years. In our
view, that trend has reversed in the past year, as lower-quality companies have
been all but shut out of the market for new issuance. As a result, roughly 44
percent of last year's issuance was rated BB, relative to a historical average
of 29 percent. We anticipate this shift upward in quality should also help to
reduce broader market default rates from recent elevated levels back to their
historical averages.
10
GLOSSARY OF TERMS
A HELPFUL GUIDE TO SOME OF THE COMMON TERMS YOU'RE LIKELY TO SEE IN THIS REPORT
AND OTHER FINANCIAL PUBLICATIONS.
BOTTOM-UP INVESTING: A management style that emphasizes the analysis of
individual securities rather than economic and market cycles.
DEFAULT: The failure to make required debt payments on time.
NET ASSET VALUE: The value of a trust share, calculated by deducting a trust's
liabilities from the total assets applicable to common shareholders in its
portfolio and dividing this amount by the number of common shares outstanding.
SECTOR: A group of securities that are similar with respect to industry,
maturity, credit rating, or coupon.
VOLATILITY: A measure of the fluctuation in the market price of a security. A
security that is volatile has frequent and large swings in price.
11
BY THE NUMBERS
YOUR TRUST'S INVESTMENTS
June 30, 2002 (Unaudited)
THE FOLLOWING PAGES DETAIL YOUR TRUST'S PORTFOLIO OF INVESTMENTS AT THE END OF
THE REPORTING PERIOD.
PAR
AMOUNT MARKET
(000) DESCRIPTION COUPON MATURITY VALUE
CORPORATE BONDS 176.0%
AEROSPACE 3.5%
$ 433 Northwest Airlines, Inc. .................. 8.375% 03/15/04 $ 396,195
735 Sequa Corp. ............................... 9.000 08/01/09 742,350
------------
1,138,545
------------
BROADCASTING 2.1%
635 TV Azteca S.A. (Mexico).................... 10.500 02/15/07 617,537
95 Young Broadcasting, Inc. .................. 10.000 03/01/11 84,550
------------
702,087
------------
CABLE 11.9%
1,075 British Sky Broadcasting (United
Kingdom)................................... 7.300 10/15/06 1,046,836
1,080 Charter Communication Holdings LLC......... 8.250 04/01/07 729,000
470 CSC Holdings, Inc. ........................ 10.500 05/15/16 354,850
725 EchoStar Communications Corp. ............. 9.250 02/01/06 670,625
850 International Cabletel, Inc. (a)........... 12.750 04/15/05 229,500
460 James Cable Partners L.P. ................. 10.750 08/15/04 264,500
585 Ono Finance PLC (United Kingdom)........... 13.000 05/01/09 195,975
860 Telewest PLC (United Kingdom).............. 9.625 10/01/06 339,700
595 United Pan Europe Communications
(Netherlands) (a).......................... 10.875 11/01/07 80,325
------------
3,911,311
------------
CHEMICALS 7.6%
250 Acetex Corp. (Canada)...................... 10.875 08/01/09 262,500
650 Equistar Chemicals L.P. ................... 8.500 02/15/04 633,686
145 ISP Chemco................................. 10.250 07/01/11 148,625
675 ISP Holdings, Inc., 144A -- Private
Placement (b).............................. 10.625 12/15/09 671,625
315 Lyondell Chemical Co. ..................... 9.875 05/01/07 302,400
430 Millennium America, Inc. .................. 9.250 06/15/08 440,750
57 PCI Chemicals, (Canada).................... 10.000 12/31/08 39,001
19 Pioneer Cos., Inc. ........................ 5.355 12/31/06 12,432
------------
2,511,019
------------
See Notes to Financial Statements
12
YOUR TRUST'S INVESTMENTS
June 30, 2002 (Unaudited)
PAR
AMOUNT MARKET
(000) DESCRIPTION COUPON MATURITY VALUE
CONSUMER PRODUCTS 0.6%
$ 200 Elizabeth Arden, Inc. ..................... 11.750% 02/01/11 $ 206,000
------------
DIVERSIFIED MEDIA 8.0%
330 Alliance Atlantis Communications, Inc.
(Canada)................................... 13.000 12/15/09 364,650
550 AOL Time Warner, Inc. ..................... 6.125 04/15/06 535,036
655 K-III Communications Corp. ................ 10.250 06/01/04 560,025
445 Mail Well I Corp., 144A--Private Placement
(b)........................................ 9.625 03/15/12 449,450
381 MDC Corporation, Inc. (Canada)............. 10.500 12/01/06 333,375
60 Primedia, Inc. ............................ 8.875 05/15/11 45,300
330 Quebecor Media, Inc. (Canada).............. 11.125 07/15/11 326,700
------------
2,614,536
------------
ENERGY 19.6%
685 BRL Universal Equipment.................... 8.875 02/15/08 681,575
430 Chesapeake Energy Corp. ................... 7.875 03/15/04 438,600
550 Chesapeake Energy Corp. ................... 8.125 04/01/11 543,125
910 Frontier Oil Corp. ........................ 11.750 11/15/09 971,425
535 Hanover Equipment Trust, 144A--Private
Placement (b).............................. 8.500 09/01/08 497,550
160 Hanover Equipment Trust, 144A--Private
Placement (b).............................. 8.750 09/01/11 147,200
90 Magnum Hunter Resources, Inc., 144A--
Private Placement (b)...................... 9.600 03/15/12 93,150
480 Port Arthur Finance Corp. ................. 12.500 01/15/09 537,600
240 Stone Energy Corp. ........................ 8.250 12/15/11 241,200
530 Tesoro Petroleum Corp., 144A--Private
Placement (b).............................. 9.625 04/01/12 487,600
430 Transocean, Inc. .......................... 6.500 04/15/03 439,675
515 Transocean, Inc. .......................... 9.500 12/15/08 615,877
800 Vintage Petroleum, Inc. ................... 7.875 05/15/11 728,000
------------
6,422,577
------------
See Notes to Financial Statements
13
YOUR TRUST'S INVESTMENTS
June 30, 2002 (Unaudited)
PAR
AMOUNT MARKET
(000) DESCRIPTION COUPON MATURITY VALUE
FINANCIAL 2.9%
$ 240 Banco Nacional de Comercio Exterior
(Mexico)................................... 7.250% 02/02/04 $ 251,319
215 CIT Group, Inc. ........................... 5.625 05/17/04 206,373
40 CIT Group, Inc. ........................... 6.500 02/07/06 38,814
75 Golden State Holdings...................... 7.125 08/01/05 80,154
350 Health Net, Inc. .......................... 8.375 04/15/11 389,745
------------
966,405
------------
FOOD & DRUG 0.0%
1,180 Jitney-Jungle Stores America, Inc. (a)
(c)........................................ 12.000 03/01/06 118
------------
FOOD & TOBACCO 10.6%
900 Coca Cola Femsa S.A. (Mexico).............. 8.950 11/01/06 983,250
850 Pepsi Gemex S.A. (Mexico).................. 9.750 03/30/04 898,875
805 Smithfield Foods, Inc. .................... 7.625 02/15/08 807,012
760 Smithfield Foods, Inc., 144A--Private
Placement (b).............................. 8.000 10/15/09 775,200
------------
3,464,337
------------
FOREST PRODUCTS 13.4%
585 Louisiana Pacific Corp. ................... 10.875 11/15/08 646,425
460 Norske Skog Canada (Canada)................ 8.625 06/15/11 473,800
1,020 Owens-Brockway Glass Containers, 144A--
Private Placement (b)...................... 8.875 02/15/09 1,025,100
495 Pacifica Papers, Inc. (Canada)............. 10.000 03/15/09 528,412
425 Radnor Holdings Corp. ..................... 10.000 12/01/03 391,000
1,340 Tembec Industries, Inc. (Canada)........... 7.750 03/15/12 1,336,650
------------
4,401,387
------------
GAMING & LEISURE 23.4%
690 Harrahs Operating Co., Inc. ............... 7.875 12/15/05 710,700
170 Harrahs Operating Co., Inc. ............... 8.000 02/01/11 184,171
255 Hilton Hotels.............................. 7.950 04/15/07 264,714
875 HMH Properties, Inc. ...................... 7.875 08/01/05 857,500
635 Horseshoe Gaming LLC....................... 8.625 05/15/09 649,287
1,075 International Game Technology.............. 7.875 05/15/04 1,112,625
1,100 Mohegan Tribal Gaming Authority............ 8.125 01/01/06 1,133,000
See Notes to Financial Statements
14
YOUR TRUST'S INVESTMENTS
June 30, 2002 (Unaudited)
PAR
AMOUNT MARKET
(000) DESCRIPTION COUPON MATURITY VALUE
GAMING & LEISURE (Continued)
$ 380 Park Place Entertainment................... 7.875% 12/15/05 $ 381,900
325 Park Place Entertainment................... 8.875 09/15/08 335,969
430 Prime Hospitality Corp., 144A--Private
Placement (b).............................. 8.375 05/01/12 423,550
640 Starwood Hotels Resorts, 144A--Private
Placement (b).............................. 7.375 05/01/07 632,800
595 Station Casinos, Inc. ..................... 8.375 02/15/08 610,619
350 Station Casinos, Inc. ..................... 9.875 07/01/10 371,875
------------
7,668,710
------------
HEALTHCARE 10.8%
415 Amerisourcebergen Corp. ................... 8.125 09/01/08 430,562
450 Fisher Scientific International, Inc. ..... 7.125 12/15/05 448,875
565 Fresenius Medical Care Capital Trust II.... 7.875 02/01/08 509,912
180 Fresenius Medical Care Capital Trust IV.... 7.875 06/15/11 162,000
800 HCA, Inc. ................................. 6.910 06/15/05 835,247
50 HCA, Inc. ................................. 7.150 03/30/04 52,553
750 Healthsouth Corp. ......................... 7.375 10/01/06 753,750
340 Omnicare, Inc. ............................ 8.125 03/15/11 351,900
------------
3,544,799
------------
HOUSING 10.3%
300 CB Richard Ellis Service................... 11.250 06/15/11 253,500
415 Istar Financial, Inc. ..................... 8.750 08/15/08 412,041
605 Schuler Homes.............................. 9.375 07/15/09 620,125
245 Tech Olympic USA, Inc., 144A--Private
Placement (b).............................. 9.000 07/01/10 242,550
270 Tech Olympic USA, Inc., 144A--Private
Placement (b).............................. 10.375 07/01/12 270,000
825 Toll Corp. ................................ 8.250 02/01/11 833,250
675 Webb (Del E.) Corp. ....................... 10.250 02/15/10 744,187
------------
3,375,653
------------
INFORMATION TECHNOLOGY 4.0%
325 Fairchild Semiconductor Corp. ............. 10.500 02/01/09 347,750
650 Flextronics International Ltd.
(Singapore)................................ 8.750 10/15/07 654,875
325 Tektronix, Inc. ........................... 7.625 08/15/02 326,402
------------
1,329,027
------------
See Notes to Financial Statements
15
YOUR TRUST'S INVESTMENTS
June 30, 2002 (Unaudited)
PAR
AMOUNT MARKET
(000) DESCRIPTION COUPON MATURITY VALUE
MANUFACTURING 5.3%
$ 190 Case Corp. ................................ 6.250% 12/01/03 $ 185,517
195 Case Credit Corp. ......................... 6.125 02/15/03 191,448
555 Communications & Power Industries, Inc. ... 12.000 08/01/05 449,550
105 Johnsondiversey, Inc., 144A--Private
Placement (b).............................. 9.625 05/15/12 110,250
455 Numatics, Inc. ............................ 9.625 04/01/08 270,725
225 Trimas Corp., 144A--Private Placement
(b)........................................ 9.875 06/15/12 225,563
360 Tyco Intl Group SA (Luxembourg)............ 6.375 02/15/06 291,740
------------
1,724,793
------------
METALS 4.1%
220 Doe Run Resources Corp., Ser B............. 11.250 03/15/05 45,100
900 GS Technologies Operating, Inc. (a) (c).... 12.250 10/01/05 22,500
260 Intermet Corp., 144A--Private Placement
(b)........................................ 9.750 06/15/09 261,950
140 Renco Steel Holdings, Inc. ................ 10.875 02/01/05 10,500
315 UCAR Finance, Inc., 144A--Private Placement
(b)........................................ 10.250 02/15/12 322,875
1,210 WCI Steel, Inc. ........................... 10.000 12/01/04 683,650
------------
1,346,575
------------
RETAIL 1.6%
300 Autonation, Inc. .......................... 9.000 08/01/08 310,500
205 Big 5 Corp. ............................... 10.875 11/15/07 217,300
------------
527,800
------------
SERVICES 6.4%
1,010 Allied Waste North America, Inc. .......... 8.875 04/01/08 994,850
1,050 Waste Management, Inc. .................... 7.125 10/01/07 1,095,046
------------
2,089,896
------------
TELECOMMUNICATIONS 2.6%
430 Asia Global Crossing (Bermuda) (a)......... 13.375 10/15/10 87,075
220 Exodus Communications, Inc. (a) (c)........ 11.250 07/01/08 37,400
283 Focal Communications Corp., Ser B.......... 11.875 01/15/10 46,695
650 Frontier Corp. (a) (c)..................... 6.000 10/15/03 81,250
795 Global Crossing Holdings Ltd. (Bermuda) (a)
(c)........................................ 9.125 11/15/06 11,925
390 Globix Corp. (a) (c)....................... 12.500 02/01/10 72,150
960 GT Group Telecom, Inc. (Canada) (d)........ 0/13.250 02/01/10 7,200
220 Madison River Capital LLC.................. 13.250 03/01/10 177,100
See Notes to Financial Statements
16
YOUR TRUST'S INVESTMENTS
June 30, 2002 (Unaudited)
PAR
AMOUNT MARKET
(000) DESCRIPTION COUPON MATURITY VALUE
TELECOMMUNICATIONS (Continued)
$ 875 Metromedia Fiber Network (a)............... 10.000% 12/15/09 $ 13,125
220 MGC Communications, Inc. (a)............... 13.000 10/01/04 89,100
430 Nextlink Communications, Inc. (a).......... 9.625 10/01/07 12,900
420 Nextlink Communications, Inc. (a).......... 10.500 12/01/09 12,600
495 PSI Net, Inc. (a) (c)...................... 10.500 12/01/06 50,738
1,045 WorldCom, Inc. (a) (e)..................... 7.750 04/01/07 161,975
------------
861,233
------------
TRANSPORTATION 14.3%
1,150 Aetna Industries, Inc. (a)................. 11.875 10/01/06 184,000
165 Collins & Aikman Products Co. ............. 11.500 04/15/06 157,163
430 Collins & Aikman Products Co., 144A--
Private Placement (b)...................... 10.750 12/31/11 434,300
800 Dana Corp. ................................ 9.000 08/15/11 792,000
250 Dura Operating Corp., 144A--Private
Placement (b).............................. 8.625 04/15/12 252,500
710 Ford Motor Credit Co. ..................... 6.500 01/25/07 711,341
345 General Motors Acceptance Corp. ........... 7.500 07/15/05 367,934
342 International Shipholding Corp. ........... 9.000 07/01/03 340,290
375 Lear Corp. ................................ 8.110 05/15/09 384,979
245 Metaldyne Corp., 144A--Private Placement
(b)........................................ 11.000 06/15/12 240,100
430 Stena AB (Sweden).......................... 10.500 12/15/05 445,050
125 Stoneridge, Inc. .......................... 11.500 05/01/12 126,875
250 Stoneridge, Inc., 144A--Private Placement
(b)........................................ 11.500 05/01/12 253,750
------------
4,690,282
------------
UTILITY 8.5%
170 Calpine Corp. ............................. 8.500 02/15/11 114,750
430 Calpine Corp. ............................. 8.625 08/15/10 281,650
405 Dynegy Holdings, Inc. ..................... 6.875 04/01/11 279,942
50 El Paso Corp. ............................. 7.000 05/15/11 47,944
150 El Paso Corp., 144A--Private Placement
(b)........................................ 7.875 06/15/12 151,326
385 Mirant Americas Generation LLC............. 7.625 05/01/06 312,141
305 PG & E National Energy Group, Inc. ........ 10.375 05/16/11 311,639
510 PSEG Energy Holdings....................... 9.125 02/10/04 519,208
165 PSEG Energy Holdings, 144A--Private
Placement (b).............................. 8.625 02/15/08 158,569
770 Williams Cos., Inc. ....................... 6.500 08/01/06 626,679
------------
2,803,848
------------
See Notes to Financial Statements
17
YOUR TRUST'S INVESTMENTS
June 30, 2002 (Unaudited)
PAR
AMOUNT MARKET
(000) DESCRIPTION COUPON MATURITY VALUE
WIRELESS COMMUNICATIONS 4.5%
$ 180 Alamosa Delaware, Inc. .................... 12.500% 02/01/11 $ 51,300
190 Alamosa Holdings, Inc. (d)................. 0/12.875 02/15/10 29,450
215 American Cellular Corp. ................... 9.500 10/15/09 39,775
215 American Tower Corp. ...................... 9.375 02/01/09 119,325
440 Grupo Iusacell S.A. (Mexico)............... 10.000 07/15/04 383,900
620 IPCS, Inc. (d)............................. 0/14.000 07/15/10 83,700
845 Nextel Communications, Inc. ............... 9.375 11/15/09 430,950
143 Telecorp PCS, Inc. ........................ 10.625 07/15/10 134,420
182 Tritel PCS, Inc. .......................... 10.375 01/15/11 166,530
140 US Unwired, Inc. (d)....................... 0/13.375 11/01/09 34,300
------------
1,473,650
------------
TOTAL CORPORATE BONDS 176.0%................................................. 57,774,588
------------
GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS 5.4%
965 Federal Republic of Brazil (Brazil)........ 11.250 07/26/07 658,612
110 United Mexican States (Mexico)............. 8.375 01/14/11 114,400
900 United States Treasury Bonds............... 11.875 11/15/03 1,015,216
------------
TOTAL GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS........................... 1,788,228
------------
See Notes to Financial Statements
18
YOUR TRUST'S INVESTMENTS
June 30, 2002 (Unaudited)
MARKET
DESCRIPTION VALUE
EQUITIES 0.8%
DecisionOne Corp. (2,450 common shares) (f) (g)............. $ 0
DecisionOne Corp. (5,386 common stock warrants) (f) (g)..... 0
Focal Communications Corp. (1,853 common shares) (f)........ 4,317
GT Group Telecom, Inc. (960 common stock warrants) 144A--
Private Placement (Canada) (b) (f).......................... 1,440
HCI Direct, Inc. (30,357 common shares) (f)................. 236,788
Hosiery Corp. of America, Inc. (500 common shares) (f)...... 5
IPCS, Inc. (620 common stock warrants) 144A--Private
Placement (b) (f)........................................... 233
McLeodUSA, Inc. (1,087 common stock warrants) (f)........... 141
McLeodUSA, Inc. (490 preferred shares) (f).................. 1,838
NTL, Inc. (1,187 common stock warrants) 144A--Private
Placement (b) (f)........................................... 208
Ono Finance PLC, (585 equity value certificates)
144A--Private Placement (United Kingdom) (b) (f)............ 219
Pioneer Cos., Inc. (3,675 common shares) (f)................ 6,725
Star Gas Partners L.P. (220 limited partnership units)...... 4,044
VS Holdings, Inc. (8,891 common shares) (f)................. 1,660
------------
TOTAL EQUITIES.............................................. 257,618
------------
TOTAL LONG-TERM INVESTMENTS 182.2%
(Cost $75,148,383)........................................ 59,820,434
REPURCHASE AGREEMENT 6.1%
State Street Bank & Trust Co. ($2,019,000 par collateralized
by U.S. Government obligations in a pooled cash account,
dated 06/28/02, to be sold on 07/01/02 at $2,019,316)
(Cost $2,019,000)......................................... 2,019,000
------------
TOTAL INVESTMENTS 188.3%
(Cost $77,167,383)........................................ 61,839,434
OTHER ASSETS IN EXCESS OF LIABILITIES 5.2%................. 1,694,118
PREFERRED SHARES (93.5%).................................... (30,700,000)
------------
NET ASSETS APPLICABLE TO COMMON SHARES 100.0%.............. $ 32,833,552
============
See Notes to Financial Statements
19
YOUR TRUST'S INVESTMENTS
June 30, 2002 (Unaudited)
(a) Non-income producing as security is in default.
(b) 144A securities are those which are exempt from registration under Rule 144A
of the Securities Act of 1933, as amended. These securities may only be
resold in transactions exempt from registration which are normally those
transactions with qualified institutional buyers.
(c) This borrower has filed for protection in federal bankruptcy court.
(d) Security is a "step-up" bond where the coupon increases or steps up at a
predetermined date.
(e) Subsequent to June 30, 2002, this company has filed for protection in
federal bankruptcy court.
(f) Non-income producing security.
(g) Market value is determined in accordance with procedures established in good
faith by the Board of Trustees.
See Notes to Financial Statements
20
FINANCIAL STATEMENTS
Statement of Assets and Liabilities
June 30, 2002 (Unaudited)
ASSETS:
Total Investments (Cost $77,167,383)........................ $ 61,839,434
Receivables:
Interest.................................................. 1,580,629
Investments Sold.......................................... 519,630
Other....................................................... 32,937
------------
Total Assets............................................ 63,972,630
------------
LIABILITIES:
Payables:
Custodian Bank............................................ 129,680
Investments Purchased..................................... 66,589
Investment Advisory Fee................................... 39,617
Affiliates................................................ 5,416
Trustees' Deferred Compensation and Retirement Plans........ 145,141
Accrued Expenses............................................ 52,635
------------
Total Liabilities....................................... 439,078
Preferred Shares............................................ 30,700,000
------------
NET ASSETS APPLICABLE TO COMMON SHARES...................... $ 32,833,552
------------
NET ASSET VALUE PER COMMON SHARE ($32,833,552 divided by
8,109,000 shares outstanding)............................. $ 4.05
------------
NET ASSETS CONSIST OF:
Common Shares ($.01 par value with an unlimited number of
shares authorized, 8,109,000 shares issued and
outstanding).............................................. $ 81,090
Paid in Surplus............................................. 68,046,827
Accumulated Undistributed Net Investment Income............. (1,716,571)
Net Unrealized Depreciation................................. (15,327,949)
Accumulated Net Realized Loss............................... (18,249,845)
------------
NET ASSETS APPLICABLE TO COMMON SHARES...................... $ 32,833,552
------------
Preferred Shares ($.01 par value, authorized 100,000,000
shares, 1,228 issued with liquidation preference of
$25,000 per share)........................................ $ 30,700,000
------------
NET ASSETS INCLUDING PREFERRED SHARES....................... $ 63,533,552
============
See Notes to Financial Statements
21
Statement of Operations
For the Six Months Ended June 30, 2002 (Unaudited)
INVESTMENT INCOME:
Interest.................................................... $ 2,991,363
Dividends................................................... 253
Other....................................................... 20,619
------------
Total Income............................................ 3,012,235
------------
EXPENSES:
Investment Advisory Fee..................................... 246,316
Preferred Share Maintenance................................. 48,084
Legal....................................................... 19,248
Trustees' Fees and Related Expenses......................... 17,482
Custody..................................................... 7,883
Other....................................................... 89,207
------------
Total Expenses.......................................... 428,220
------------
NET INVESTMENT INCOME....................................... $ 2,584,015
============
REALIZED AND UNREALIZED GAIN/LOSS:
Net Realized Loss........................................... $ (2,491,867)
------------
Unrealized Appreciation/Depreciation:
Beginning of the Period................................... (12,489,998)
End of the Period......................................... (15,327,949)
------------
Net Unrealized Depreciation During the Period............... (2,837,951)
------------
NET REALIZED AND UNREALIZED LOSS............................ $ (5,329,818)
============
DISTRIBUTIONS TO PREFERRED SHAREHOLDERS..................... $ (307,482)
============
NET DECREASE IN NET ASSETS FROM OPERATIONS.................. $ (3,053,285)
============
See Notes to Financial Statements
22
Statement of Changes in Net Assets
(Unaudited)
SIX MONTHS ENDED YEAR ENDED
JUNE 30, 2002 DECEMBER 31, 2001
-------------------------------------
FROM INVESTMENT ACTIVITIES:
Operations:
Net Investment Income............................. $ 2,584,015 $ 7,293,789
Net Realized Loss................................. (2,491,867) (6,366,705)
Net Unrealized Appreciation/Depreciation During
the Period...................................... (2,837,951) 1,406,736
Distributions to Preferred Shareholders:
Net Investment Income........................... (307,482) (1,474,556)
Return of Capital Distribution.................. -0- (10,892)
----------- -----------
Change in Net Assets from Operations.............. (3,053,285) 848,372
Distributions to Common Shareholders:
Net Investment Income........................... (2,772,773) (5,939,518)
Return of Capital Distribution.................. -0- (43,874)
----------- -----------
NET CHANGE IN NET ASSETS FROM INVESTMENT
ACTIVITIES...................................... (5,826,058) (5,135,020)
NET ASSETS:
Beginning of the Period........................... 38,659,610 43,794,630
----------- -----------
End of the Period (Including accumulated
undistributed net investment income of
$(1,716,571) and $(1,220,331), respectively).... $32,833,552 $38,659,610
=========== ===========
See Notes to Financial Statements
23
Financial Highlights
(Unaudited)
THE FOLLOWING SCHEDULE PRESENTS FINANCIAL HIGHLIGHTS FOR ONE COMMON SHARE OF THE
TRUST OUTSTANDING THROUGHOUT THE PERIODS INDICATED.
SIX MONTHS
ENDED
JUNE 30, ------------------
2002 2001 (c) 2000
-------------------------------
NET ASSET VALUE, BEGINNING OF THE PERIOD.................... $ 4.77 $ 5.40 $ 6.56
------- ------- -------
Net Investment Income...................................... .32 .90 1.10
Net Realized and Unrealized Gain/Loss...................... (.66) (.61) (1.11)
Common Share Equivalent of Distributions Paid to Preferred
Shareholders:
Net Investment Income.................................... (.04) (.18) (.33)
Return of Capital Distributions.......................... -0- -0-** -0-**
------- ------- -------
Total from Investment Operations............................ (.38) .11 (.34)
Less Distributions Paid to Common Shareholders:
Net Investment Income...................................... .34 .73 .76
Return of Capital Distributions............................ -0- .01 .06
------- ------- -------
NET ASSET VALUE, END OF THE PERIOD.......................... $ 4.05 $ 4.77 $ 5.40
======= ======= =======
Common Share Market Price at End of the Period.............. $ 5.05 $ 5.75 $ 5.69
Total Return (a)............................................ -6.87%* 13.57% 12.13%
Net Assets at End of the Period (In millions)............... $ 32.8 $ 38.7 $ 43.8
Ratio of Expenses to Average Net Assets Applicable to Common
Shares (b)................................................. 2.33% 2.14% 2.03%
Ratio of Net Investment Income to Average Net Assets
Applicable to Common Shares (b)............................ 14.08% 16.83% 18.16%
Portfolio Turnover.......................................... 54%* 63% 40%
SUPPLEMENTAL RATIOS:
Ratio of Expenses to Average Net Assets Including Preferred
Shares (b)................................................. 1.22% 1.15% 1.07%
Ratio of Net Investment Income to Average Net Assets
Applicable to Common Shares (d)............................ 12.40% 13.40% 12.66%
SENIOR SECURITIES:
Total Preferred Shares Outstanding.......................... 1,228 1,360 1,520
Asset Coverage Per Preferred Share (e)...................... $51,737 $53,426 $53,812
Involuntary Liquidating Preference Per Preferred Share...... $25,000 $25,000 $25,000
Average Market Value Per Preferred Share.................... $25,000 $25,000 $25,000
* Non-Annualized
** Amount is less than $.01
(a) Total return assumes an investment at the common share market price at the
beginning of the period indicated, reinvestment of all distributions for the
period in accordance with the Trust's dividend reinvestment plan, and sale
of all shares at the closing common share market price at the end of the
period indicated.
(b) Ratios do not reflect the effect of dividend payments to preferred
shareholders.
(c) As required, effective January 1, 2001, the Trust has adopted the provisions
of the AICPA Audit and Accounting Guide for Investment Companies and began
amortizing premium on fixed income securities. The effect of this change for
the period ended December 31, 2001 was to decrease net investment income per
share by $.02, increase net realized and unrealized gains and losses per
share by $.02 and decrease the ratio of net investment income to average net
assets applicable to common shares by .40%. Per share, ratios and
supplemental data for periods prior to December 31, 2001 have not been
restated to reflect this change in presentation.
(d) Ratios reflect the effect of dividend payments to preferred shareholders.
(e) Calculated by subtracting the Trust's total liabilities (not including the
preferred shares) from the Trust's total assets and dividing this by the
number of preferred shares outstanding.
24
YEAR ENDED DECEMBER 31,
----------------------------------------------------------------------------------------
1999 1998 1997 1996 1995 1994 1993 1992
----------------------------------------------------------------------------------------
$ 7.59 $ 8.44 $ 8.31 $ 8.12 $ 7.32 $ 8.98 $ 7.92 $ 7.29
------- -------- -------- -------- -------- -------- -------- --------
1.14 1.18 1.20 1.23 1.27 1.28 1.42 1.69
(1.00) (.77) .18 .21 .81 (1.53) 1.02 .42
(.27) (.30) (.29) (.29) (.32) (.23) (.18) (.50)
-0- -0- -0- -0- -0- -0- -0- -0-
------- -------- -------- -------- -------- -------- -------- --------
(.13) .11 1.09 1.15 1.76 (.48) 2.26 1.61
.90 .96 .96 .96 .96 1.18 1.20 .98
-0- -0- -0- -0- -0- -0- -0- -0-
------- -------- -------- -------- -------- -------- -------- --------
$ 6.56 $ 7.59 $ 8.44 $ 8.31 $ 8.12 $ 7.32 $ 8.98 $ 7.92
======= ======== ======== ======== ======== ======== ======== ========
$ 5.75 $ 8.625 $ 9.8125 $ 9.375 $ 8.75 $ 7.50 $ 9.75 $ 9.375
-25.28% -2.73% 15.34% 18.91% 30.33% -12.94% 17.01% 39.58%
$ 53.2 $ 61.6 $ 68.4 $ 67.4 $ 65.8 $ 59.4 $ 72.8 $ 64.2
1.97% 1.92% 1.83% 1.89% 1.96% 1.97% 1.72% 1.73%
16.32% 14.54% 14.43% 15.19% 16.19% 15.75% 16.46% 20.61%
56% 65% 98% 94% 124% 125% 140% 145%
1.10% 1.14% 1.10% 1.12% 1.15% 1.17% 1.05% 1.02%
12.41% 10.85% 10.93% 11.58% 12.09% 12.87% 14.41% 14.49%
1,800 900 900 900 900 900 900 900
$54,557 $118,418 $126,015 $124,849 $123,135 $115,957 $130,926 $121,322
$25,000 $ 50,000 $ 50,000 $ 50,000 $ 50,000 $ 50,000 $ 50,000 $ 50,000
$25,000 $ 50,000 $ 50,000 $ 50,000 $ 50,000 $ 50,000 $ 50,000 $ 50,000
See Notes to Financial Statements
25
NOTES TO
FINANCIAL STATEMENTS
June 30, 2002 (Unaudited)
1. SIGNIFICANT ACCOUNTING POLICIES
Van Kampen High Income Trust II (the "Trust") is registered as a diversified,
closed-end management investment company under the Investment Company Act of
1940, as amended. The Trust's investment objective is to provide high current
income, while seeking to preserve shareholders' capital through investment in a
professionally managed diversified portfolio of high yield, fixed income
securities. As of April 1, 1999, through a resolution approved by the Board of
Trustees, the Trust may invest up to 35 percent of its total assets in
securities of foreign issuers. The Trust commenced investment operations on
April 28, 1989.
The following is a summary of significant accounting policies consistently
followed by the Trust in the preparation of its financial statements. The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.
A. SECURITY VALUATION Investments are stated at value using market quotations or
indications of value obtained from an independent pricing service. For those
securities where quotations or prices are not available, valuations are obtained
from yield data relating to instruments or securities with similar
characteristics 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 Trust may invest in repurchase agreements, which are short-term
investments in which the Trust acquires ownership of a debt security and the
seller agrees to repurchase the security at a future time and specified price.
The Trust 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 Investment Advisory Corp. (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 Trust will make payment for such securities only upon physical delivery or
evidence of book entry transfer to the account of the custodian bank. The seller
is required to maintain the value of the underlying security at not less than
the repurchase proceeds due the Trust.
26
NOTES TO
FINANCIAL STATEMENTS
June 30, 2002 (Unaudited)
C. INVESTMENT INCOME Interest income is recorded on an accrual basis. Bond
discount is accreted and premium is amortized over the expected life of each
applicable security.
D. FEDERAL INCOME TAXES It is the Trust's policy to comply with the requirements
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 Trust intends to utilize provisions of the federal income tax laws which
allow it to carry a realized capital loss forward for eight years following the
year of the loss and offset such losses against any future realized capital
gains. At December 31, 2001, the Trust had an accumulated capital loss
carryforward for tax purposes of $13,805,616 which expires between December 31,
2002 and December 31, 2009. Of this amount, $902,223 will expire on December 31,
2002. Net realized gains or losses may differ for financial reporting and tax
purposes as a result of the deferral of losses relating to wash sale
transactions.
At June 30, 2002, the cost and related gross unrealized appreciation and
depreciation are as follows:
Cost of investments for tax purposes........................ $ 77,480,366
============
Gross tax unrealized appreciation........................... $ 980,500
Gross tax unrealized depreciation........................... (16,621,432)
------------
Net tax unrealized depreciation on investments.............. $(15,640,932)
============
E. DISTRIBUTION OF INCOME AND GAINS The Trust declares and pays monthly
dividends from net investment income to common shareholders. Net realized gains,
if any, are distributed annually to common shareholders. Distributions from net
realized gains for book purposes may include short-term capital gains which are
included in ordinary income for tax purposes.
F. RECLASSIFICATIONS Certain information included in the prior years' financial
highlights has been conformed to the current year presentation.
In accordance with the provisions of EITF D-98, "Classification and
Measurement of Redeemable Securities", effective for the current period, the
Trust has reclassified its Auction Preferred Shares ("APS") outside of permanent
equity in the Net Assets section of the Statement of Assets and Liabilities. In
addition, distributions to APS shareholders are now classified as a component of
the "Decrease in net assets from operations" on the Statement of Operations and
the Statements of Changes in Net Assets and as a component of the "Total from
27
NOTES TO
FINANCIAL STATEMENTS
June 30, 2002 (Unaudited)
Investment Operations" on the Financial Highlights. Prior year amounts presented
have been reclassified to conform to this period's presentation. This change has
no impact on the net assets applicable to common shares of the Trust.
2. INVESTMENT ADVISORY AGREEMENT AND
OTHER TRANSACTIONS WITH AFFILIATES
Under the terms of the Trust's Investment Advisory Agreement, Van Kampen
Investment Advisory Corp. (the "Adviser") will provide investment advice and
facilities to the Trust for an annual fee payable monthly of .70% of the average
daily net assets of the Trust.
For the six months ended June 30, 2002, the Trust recognized expenses of
approximately $6,400 representing legal services provided by Skadden, Arps,
Slate, Meagher & Flom (Illinois), counsel to the Trust, of which a trustee of
the Trust is an affiliated person.
Under separate Accounting Services and Legal Services agreements, the
Adviser provides accounting and legal services to the Trust. The Adviser
allocates the cost of such services to each trust. For the six months ended June
30, 2002, the Trust recognized expenses of approximately $19,400 representing
Van Kampen Investment Inc's or its affiliates (collectively "Van Kampen") cost
of providing accounting and legal services to the Trust, which are reported as
part of "Other" and "Legal" expenses, respectively, in the Statement of
Operations.
Certain officers and trustees of the Trust are also officers and directors
of Van Kampen. The Trust does not compensate its officers or trustees who are
officers of Van Kampen.
The Trust provides deferred compensation and retirement plans for its
trustees who are not officers of Van Kampen. Under the deferred compensation
plan, trustees may elect to defer all or a portion of their compensation to a
later date. Benefits under the retirement plan are payable upon retirement for a
ten-year period and are based upon each trustee's years of service to the Trust.
The maximum annual benefit per trustee under the plan is $2,500.
3. INVESTMENT TRANSACTIONS
During the period, the cost of purchases and proceeds from sales of investments,
excluding short-term investments were $35,259,126 and $36,365,658, respectively.
4. AUCTION PREFERRED SHARES
As of June 30, 2002, the Trust has outstanding 1,228 Auction Preferred Shares
("APS"). Dividends are cumulative and the dividend rate is currently reset every
28 days through an auction process. The rate in effect on June 30, 2002, was
28
NOTES TO
FINANCIAL STATEMENTS
June 30, 2002 (Unaudited)
2.00%. During the six months ended June 30, 2002, the rates ranged from 1.70% to
2.00%.
The Trust pays annual fees equivalent to .25% of the preferred share
liquidation value for the remarketing efforts associated with the preferred
auctions. These fees are included as a component of Preferred Share Maintenance
expense.
The APS are redeemable at the option of the Trust in whole or in part at the
liquidation value of $25,000 per share plus accumulated and unpaid dividends.
The Trust is subject to certain asset coverage tests and the APS are subject to
mandatory redemption if the tests are not met.
On June 28, 2002, the Trust redeemed 132 shares of its APS with a
liquidation value of $25,000 per share.
On July 30, 2002, the Trust redeemed an additional 116 shares of its APS
with a liquidation value of $25,000 per share.
29
DIVIDEND REINVESTMENT PLAN
The Trust offers a Dividend Reinvestment Plan (the "Plan") pursuant to which
Common Shareholders who are participants in the Plan may have all distributions
of dividends and capital gains automatically reinvested in Common Shares of the
Trust. All Common Shareholders are deemed to be participants in the Plan unless
they specifically elect not to participate. Common Shareholders who elect not to
participate in the Plan will receive all distributions of dividends and capital
gains in cash paid by check mailed directly to the Common Shareholder by the
Trust's dividend disbursing agent.
HOW THE PLAN WORKS
State Street Bank and Trust Company, as your Plan Agent, serves as agent for
the Common Shareholders in administering the Plan. After the Trust declares a
dividend or determines to make a capital gains distribution, the Plan Agent
will, as agent for the participants, receive the cash payment and use it to buy
Common Shares in the open market, on the New York Stock Exchange or elsewhere,
for the participants' accounts. The Trust will not issue any new Common Shares
in connection with the Plan. All reinvestments are in full and fractional Common
Shares, carried to three decimal places.
Experience under the Plan may indicate that changes are desirable.
Accordingly, the Trust reserves the right to amend or terminate the Plan as
applied to any dividend or capital gains distribution paid subsequent to written
notice of the change sent to all Common Shareholders of the Trust at least 90
days before the record date for the dividend or distribution. The Plan also may
be amended or terminated by the Plan Agent, with the written consent of the
Trust, by providing at least 90 days written notice to all Participants in the
Plan.
COSTS OF THE PLAN
The Plan Agent's fees for the handling of the reinvestment of dividends and
distributions will be paid by the Trust. However, each participant will pay a
pro rata share of brokerage commissions incurred with respect to the Plan
Agent's open market purchases in connection with the reinvestment of dividends
and distributions. No other charges will be made to participants for reinvesting
dividends or capital gains distributions, except for certain brokerage
commissions, as described above.
TAX IMPLICATIONS
You will receive tax information annually for your personal records and to
help you prepare your federal income tax return. The automatic reinvestment of
dividends and capital gains distributions does not relieve you of any income tax
which may be payable on dividends or distributions.
30
RIGHT TO WITHDRAW
All Common Shareholders of the Trust are deemed to be participants in the
Plan unless they specifically elect not to participate. You may withdraw from
the Plan at any time by calling 1-800-341-2929 or by writing State Street Bank
and Trust Company. If you withdraw, you will receive, without charge, a share
certificate issued in your name for all full Common Shares credited to your
account under the Plan, and a cash payment will be made for any fractional
Common Share credited to your account under the Plan. You may again elect to
participate in the Plan at any time by calling 1-800-341-2929 or writing to the
Trust at:
2800 Post Oak Blvd.
Houston, TX 77056
Attn: Closed-End Funds
31
BOARD OF TRUSTEES AND IMPORTANT ADDRESSES
VAN KAMPEN HIGH INCOME TRUST II
BOARD OF TRUSTEES
DAVID C. ARCH
ROD DAMMEYER
HOWARD J KERR
THEODORE A. MYERS
RICHARD F. POWERS, III* - Chairman
HUGO F. SONNENSCHEIN
WAYNE W. WHALEN*
INVESTMENT ADVISER
VAN KAMPEN INVESTMENT ADVISORY CORP.
1 Parkview Plaza
P.O. Box 5555
Oakbrook Terrace, Illinois 60181-5555
CUSTODIAN AND TRANSFER AGENT
STATE STREET BANK AND TRUST COMPANY
c/o EquiServe
P.O. Box 43011
Providence, Rhode Island 02940-3011
LEGAL COUNSEL
SKADDEN, ARPS, SLATE,
MEAGHER & FLOM (ILLINOIS)
333 West Wacker Drive
Chicago, Illinois 60606
INDEPENDENT AUDITORS
DELOITTE & TOUCHE LLP
180 North Stetson Avenue
Chicago, Illinois 60601
* "Interested persons" of the Trust, as defined in the Investment Company Act
of 1940, as amended.
32
RESULTS OF
SHAREHOLDER VOTES
The Annual Meeting of Shareholders of the Trust was held on June 12, 2002, where
shareholders voted on the election of trustees.
1) With regards to the election of the following trustees by the common
shareholders of the Trust:
# OF SHARES
-----------------------------
IN FAVOR WITHHELD
--------------------------------------------------------------------------------------
David C. Arch.......................................... 6,803,770 154,772
Howard J Kerr.......................................... 6,786,377 172,165
The other trustees of the Trust whose terms did not expire in 2002 are Rod
Dammeyer, Theodore A. Myers, Richard F. Powers III, Hugo F. Sonnenschein, and
Wayne W. Whalen.
33
Van Kampen
Privacy Notice
The Van Kampen companies and investment products* respect your right to privacy.
We also know that you expect us to conduct and process your business in an
accurate and efficient manner. To do so, we must collect and maintain certain
nonpublic personal information about you. This is information we collect from
you on applications or other forms, and from the transactions you make with us,
our affiliates, or third parties. We may also collect information you provide
when using our web site, and text files (a.k.a. "cookies") may be placed on your
computer to help us to recognize you and to facilitate transactions you
initiate. We do not disclose any nonpublic personal information about you or any
of our former customers to anyone, except as permitted by law. For instance, so
that we may continue to offer you Van Kampen investment products and services
that meet your investing needs, and to effect transactions that you request or
authorize, we may disclose the information we collect to companies that perform
services on our behalf, such as printers and mailers that assist us in the
distribution of investor materials. These companies will use this information
only for the services for which we hired them, and are not permitted to use or
share this information for any other purpose. To protect your nonpublic personal
information internally, we permit access to it only by authorized employees, and
maintain physical, electronic and procedural safeguards to guard your nonpublic
personal information.
* Includes Van Kampen Investments Inc., Van Kampen Investment Advisory Corp.,
Van Kampen Asset Management Inc., Van Kampen Advisors Inc., Van Kampen
Management Inc., Van Kampen Funds Inc., Van Kampen Investor Services Inc., Van
Kampen Trust Company, Van Kampen System Inc. and Van Kampen Exchange Corp., as
well as the many Van Kampen mutual funds and Van Kampen unit investment
trusts.
Van Kampen Funds Inc.
1 Parkview Plaza, P.O. Box 5555
Oakbrook Terrace, IL 60181-5555
www.vankampen.com
[VAN KAMPEN INVESTMENTS LOGO]
Copyright (C)2002 Van Kampen Funds Inc. All rights reserved.
920, 913, 100 Member NASD/SIPC.
VLT SAR 8/02 6955H02-AS-8/02