UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-08743 Van Kampen Senior Income Trust -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) 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: 7/31 Date of reporting period: 1/31/05 Item 1. Reports to Shareholders. The Trust's semi-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 Senior Income Trust performed during the semiannual 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 trust's financial statements and a list of trust investments as of January 31, 2005. MARKET FORECASTS PROVIDED IN THIS REPORT MAY NOT NECESSARILY COME TO PASS. THERE IS NO ASSURANCE THAT THE TRUST WILL ACHIEVE ITS INVESTMENT OBJECTIVE. THE TRUST IS SUBJECT TO MARKET RISK, WHICH IS THE POSSIBILITY THAT THE MARKET VALUES OF SECURITIES OWNED BY THE TRUST WILL DECLINE AND THAT THE VALUE OF THE TRUST SHARES MAY THEREFORE BE LESS THAN WHAT YOU PAID FOR THEM. ACCORDINGLY, YOU CAN LOSE MONEY INVESTING IN THIS TRUST. AN INVESTMENT IN SENIOR LOANS IS SUBJECT TO CERTAIN RISKS SUCH AS LOAN DEFAULTS AND ILLIQUIDITY DUE TO INSUFFICIENT COLLATERAL BACKING. --------------------------------------------------------------------------------------- NOT FDIC INSURED OFFER NO BANK GUARANTEE MAY LOSE VALUE --------------------------------------------------------------------------------------- NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY NOT A DEPOSIT --------------------------------------------------------------------------------------- Performance Summary as of 1/31/05 SENIOR INCOME TRUST SYMBOL: VVR ------------------------------------------------------------ AVERAGE ANNUAL BASED ON BASED ON TOTAL RETURNS NAV MARKET PRICE Since Inception (6/24/98) 5.27% 5.15% 5-year 4.72 7.80 1-year 6.40 3.72 6-month 3.05 -0.21 ------------------------------------------------------------ PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE, WHICH IS NO GUARANTEE OF FUTURE RESULTS, AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER THAN THE FIGURES SHOWN. FOR THE MOST RECENT MONTH-END PERFORMANCE FIGURES, PLEASE VISIT VANKAMPEN.COM OR SPEAK WITH YOUR FINANCIAL ADVISOR. INVESTMENT RETURNS AND PRINCIPAL VALUE WILL FLUCTUATE AND TRUST SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. The NAV per share is determined by dividing the value of the trust's portfolio securities, cash and other assets, less all liabilities, by the total number of common shares outstanding. The common share market price is the price the market is willing to pay for shares of the trust at a given time. Common share market price is influenced by a range of factors, including supply and demand and market conditions. Total return assumes an investment at the beginning of the period, reinvestment of all distributions for the period in accordance with the trust's dividend reinvestment plan, and sale of all shares at the end of the period. 1 Trust Report FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2005 Van Kampen Senior Income Trust is managed by the Adviser's Senior Loans team, led by Howard Tiffen, Managing Director of the Adviser.(1) MARKET OVERVIEW The semiannual period ended January 31, 2005 saw a continuation of the favorable backdrop for the senior-loan market that has prevailed for much of the last two years. The economy maintained a path of healthy growth, inflation remained modest, and the long-awaited increase in long-term interest rates failed to materialize. All of these factors continued to support corporate financial performance, which has been further aided by the strides in efficiency many companies made over the past several years in response to an increasingly competitive environment. The significant decline of the U.S. dollar over the last two-plus years has provided an additional boost to the competitiveness of many of the companies that underlie the senior loan market, as a weaker dollar makes foreign goods more expensive to U.S. consumers and U.S. exports of manufactured goods more competitive. The end result of strong corporate profitability has been improving credit quality, which has supported the senior- loan market's performance. Yield spreads in the senior-loan market began the semiannual period near historical lows and remained there throughout the period. These narrow spreads continued to allow a greater range of companies to access the senior-loan market at very favorable terms. At the same time, an expanding array of institutional investors has been attracted to the asset class in view of its improved credit quality, which has been reflected in significantly lower default rates. In fact, while senior loans have traditionally been considered somewhat speculative, there is growing appreciation of the asset class' defensive characteristics. As a result, demand for and inflows into senior loans remained strong, and investors readily absorbed the healthy supply of new issues that came to market during the period. In both the primary and secondary markets, demand has continued to outstrip supply, which has supported the continued narrowing of spreads. (1)Team members may change without notice at any time. 2 PERFORMANCE ANALYSIS A closed-end fund's return can be calculated either upon the market price or the net asset value (NAV) of its shares. NAV per share is determined by dividing the value of the trust's portfolio securities, cash and other assets, less all liabilities, by the total number of shares outstanding, while market price reflects the supply and demand for the shares. As a result, the two returns can differ significantly, as they did during the reporting period. For the six months ended January 31, 2005, the trust returned -0.21 percent on a market price basis, and 3.05 percent on an NAV basis. TOTAL RETURN FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2005 ------------------------------------------------ BASED ON NAV BASED ON MARKET PRICE 3.05% -0.21% ------------------------------------------------ We believe that the trust's performance over the period reflects the resources we have dedicated to performing fundamental research and analysis on the companies held in the portfolio. We continue to focus on identifying those companies that exhibit strong management, solid and predictable cash flows, and collateral that is sufficient to provide a healthy backstop in the event of default. In addition to a strong focus on fundamental company analysis, we continued to maintain a high level of diversification in the trust's portfolio during the period in order to minimize the risk of over-concentration in any one sector or security. We follow a bottom-up security-selection process and generally do not practice sector rotation. However, we will move to limit the portfolio's exposure to certain industries facing ongoing challenges. For example, we continued to minimize the trust's exposure to the auto industry during the period. We believe that as that industry continues the process of sorting out the winners from the losers, the risks to auto manufacturers and their suppliers dictate a cautious approach. We have followed a similar path in telecommunications, which is experiencing ongoing problems with overcapacity. In addition, within the healthcare sector, we have avoided exposure to companies which rely on Medicare reimbursement rates for revenues. Federal budget constraints put at risk the maintenance of existing reimbursement rates. The trust also continued to benefit during the period from our use of leverage. This strategy involves borrowing at a short-term lending rate such as LIBOR and reinvesting the proceeds at a spread above that rate. We use leverage on an ongoing basis in an effort to enhance the trust's dividend, as it did during the reporting period. Unlike with other fixed-income asset classes, using this strategy in conjunction with a portfolio of senior loans does not involve risk from rising short-term interest rates, since the income from senior loans adjusts in tandem with rates that determine our borrowing costs. We are likely to reduce leverage in periods of weaker credit quality conditions to prevent magnifying erosion of the trust's net asset value. 3 Looking ahead, while growth in corporate profits is showing signs of slowing, we believe profitability and pricing power for the borrowers that underlie the senior loan market may remain strong. As a result, we expect these companies will potentially be able to continue to generate free cash-flow and that credit quality will not deteriorate in any meaningful way. For these reasons, we believe the environment for senior loans may continue to be quite favorable in the coming months. We will continue to pursue a disciplined investment approach, that seeks to balance attractive yields with a relatively stable net asset value for the trust. There is no guarantee that any securities will continue to perform well or be held by the trust in the future. 4 SUMMARY OF INVESTMENTS BY INDUSTRY CLASSIFICATION AS OF 1/31/05 Printing & Publishing 9.8% Beverage, Food & Tobacco 7.4 Chemicals, Plastics & Rubber 6.5 Entertainment & Leisure 6.5 Hotels, Motels, Inns & Gaming 6.4 Broadcasting--Cable 5.9 Healthcare 4.5 Containers, Packaging & Glass 4.3 Medical Products & Services 4.0 Electronics 3.4 Automotive 3.2 Buildings & Real Estate 3.2 Aerospace/Defense 3.0 Utilities 2.4 Telecommunications-Wireless 2.4 Ecological 2.2 Insurance 1.9 Retail--Stores 1.7 Construction Material 1.6 Healthcare & Beauty 1.4 Finance 1.3 Retail--Specialty 1.3 Telecommunications--Local Exchange Carriers 1.2 Personal & Miscellaneous Services 1.2 Home & Office Furnishings, Housewares & Durable Consumer Products 1.2 Natural Resources 1.1 Paper & Forest Products 1.1 Non-Durable Consumer Products 1.0 Retail--Oil & Gas 0.9 Broadcasting--Diversified 0.9 Transportation--Personal 0.8 Diversified Manufacturing 0.5 Pharmaceuticals 0.5 Business Equipment 0.5 Restaurants & Food Service 0.5 Mining, Steel, Iron & Non-Precious Metals 0.5 Broadcasting--Television 0.5 Broadcasting--Radio 0.5 Farming & Agriculture 0.5 Transportation--Cargo 0.4 Machinery 0.4 Education & Child Care 0.1 Transportation-Rail Manufacturing 0.1 ----- Total Long Term Investments 98.7% Short-Term Investments 1.3 ----- Total Investments 100.0% Subject to change daily. Provided for informational purposes only and should not be deemed as a recommendation to buy or sell the securities mentioned or securities in the sectors shown above. Summary of investments by industry classification percentages are as a percentage of total investments. Securities are classified by sectors that represent broad groupings of related industries. Van Kampen is a wholly owned subsidiary of a global securities firm which is engaged in a wide range of financial services including, for example, securities trading and brokerage activities, investment banking, research and analysis, financing and financial advisory services. 5 FOR MORE INFORMATION ABOUT PORTFOLIO HOLDINGS Each Van Kampen trust provides a complete schedule of portfolio holdings in its semiannual and annual reports within 60 days of the end of the trust'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 trust 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 trust files a complete schedule of portfolio holdings with the SEC for the trust'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. In addition to filing a complete schedule of portfolio holdings with the SEC each fiscal quarter, each Van Kampen trust makes portfolio holdings information available by periodically providing the information on its public web site, www.vankampen.com. Each Van Kampen trust provides a complete schedule of portfolio holdings on the public web site on a calendar-quarter basis approximately 30 days after the close of the calendar quarter. Van Kampen closed-end funds do not presently provide partial lists of their portfolio holdings on a monthly basis, but may do so in the future. You may obtain copies of a trust's fiscal quarter filings, or its monthly or calendar-quarter web site postings, by contacting Van Kampen Client Relations at 1-800-847-2424. 6 PROXY VOTING POLICIES AND PROCEDURES AND PROXY VOTING RECORD The trust's policies and procedures with respect to the voting of proxies relating to the trust's portfolio securities and information on how the trust voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available without charge, upon request, by calling 1-800-847-2424 or 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. 7 INVESTMENT POLICY CHANGES At a meeting held March 2 and March 3, 2005 the Board of Trustees approved a change to the Trust's respective investment policies regarding the current investment requirements for senior notes. The changes modify the current limitation on senior notes. Such modification allows investments in senior notes provided that senior notes represent the only form of senior debt financing in the borrower's capital structure or enjoy a pair passu position with other senior loans in the borrower's capital structure with respect to collateral only and not with respect to the other covenants and terms. 8 VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- VARIABLE RATE** SENIOR LOAN INTERESTS 172.3% AEROSPACE/DEFENSE 5.4% $ 4,309 Alion Science and Technology Corp., Term 4.92 to Loan....................... B1 B+ 5.22% 8/2/2009 $ 4,341,519 4,500 AM General, LLC, Term Loan 6.99 to (i)........................ NR NR 8.75 11/1/2011 4,629,375 2,970 Anteon International Corp., Term Loan (i).............. Ba3 BB 4.31 12/31/2010 3,009,968 5.73 to 5,900 Apptis, Inc., Term Loan.... B2 B+ 7.50 1/5/2010 5,966,375 4.56 to 4,963 ARINC, Inc., Term Loan..... Ba3 BB 4.78 3/10/2011 5,036,937 6,948 CACI International, Inc., Term Loan (i).............. Ba2 BB 3.95 5/3/2011 7,038,686 5,436 Ceradyne, Inc., Term 3.94 to Loan....................... Ba3 BB- 4.50 8/18/2011 5,514,523 5,300 DRS Technologies, Inc., 3.74 to Term Loan.................. Ba3 BB- 4.39 11/4/2010 5,354,664 3,959 ILC Industries, Inc., Term Loan....................... NR NR 5.40 8/5/2010 4,019,886 8,775 K & F Industries, Inc., 4.95 to Term Loan.................. B2 B+ 6.75 11/16/2012 8,926,737 15,515 The Titan Corp., Term 5.37 to Loan....................... Ba3 BB- 6.75 6/30/2009 15,738,402 1,937 The Titan Corp., Revolving 5.24 to Credit Agreement........... Ba3 BB- 6.75 5/23/2008 1,926,410 6,944 Transdigm, Inc., Term Loan....................... B1 B+ 4.67 7/22/2010 7,045,768 5,453 United Defense Industries, 4.56 to Inc., Term Loan............ Ba2 BB+ 4.58 8/13/2009 5,523,432 -------------- 84,072,682 -------------- AUTOMOTIVE 5.8% 3,600 Affina Group, Inc., Term Loan (i)................... B2 BB- 5.44 11/30/2011 3,661,200 14,021 Federal-Mogul Corp., Term Loan (c)................... NR NR 6.09 12/9/2005 14,108,540 15,300 Federal-Mogul Corp., Revolving Credit Agreement (c)........................ NR NR 6.09 12/9/2005 15,338,575 11,618 Goodyear Tire & Rubber Co., Term Loan.................. B1 BB 6.56 3/31/2006 11,832,334 8,605 MetoKote Corp., Term 5.73 to Loan....................... B1 B+ 5.98 8/13/2010 8,755,211 6,866 Polypore, Inc., Term Loan....................... B1 B 4.83 11/12/2011 6,968,482 12,687 Safelite Glass Corp., Term 6.06 to Loan....................... NR NR 7.56 9/30/2007 10,879,425 4,284 Tenneco Automotive, Inc., Term Loan.................. B1 B+ 5.35 12/12/2010 4,368,378 See Notes to Financial Statements 9 VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- AUTOMOTIVE (CONTINUED) $11,900 TRW Automotive, Inc., Term 3.88 to 10/29/10 to Loan....................... Ba2 BB+ 4.38% 06/30/12 $ 11,948,442 1,933 United Components, Inc., Term Loan.................. B1 BB- 4.78 6/30/2010 1,961,730 -------------- 89,822,317 -------------- BEVERAGE, FOOD & TOBACCO 13.1% 8,978 Acosta Sales Co., Inc., 4.82 to Term Loan (i).............. NR NR 5.46 8/10/2010 9,120,583 4,684 Atkins Nutritionals, Inc., 7.89 to Term Loan.................. NR NR 8.19 10/29/2009 4,238,776 13,192 Birds Eye Foods, Inc., Term Loan (i)................... B1 B+ 5.31 6/30/2008 13,376,698 4,868 Commonwealth Brands, Inc., Term Loan (i).............. NR NR 5.88 8/28/2007 4,935,058 27,000 Constellation Brands, Inc., 4.25 to Term Loan (i).............. Ba2 BB 6.00 11/30/2011 27,371,250 500 Culligan International Co., Term Loan (i).............. B1 B+ 4.92 9/30/2011 507,604 7,180 Del Monte Corp., Term Loan (i)........................ Ba3 BB- 4.96 12/20/2010 7,224,973 5,985 Doane Pet Care Co., Term 6.37 to Loan....................... B2 B+ 6.56 11/5/2009 6,089,737 14,323 Dole Food Co., Inc., Term 4.44 to 09/28/08 to Loan....................... Ba3 BB 8.00 07/21/10 14,634,775 20,182 DS Waters Enterprises, LP, 6.37 to Term Loan.................. B3 B- 6.67 11/7/2009 18,939,334 17,770 Land O' Lakes, Inc., Term Loan....................... B1 B+ 5.71 10/10/2008 18,051,485 7,148 Luigino's, Inc., Term 5.44 to Loan....................... B1 B+ 5.63 4/2/2011 7,184,185 5,516 Michael Foods, Inc., Term 4.63 to Loan....................... B1 B+ 6.50 11/21/2010 5,612,284 1,995 OSI Foods GMBH & Co. KG, Term Loan.................. NR NR 4.81 9/2/2011 2,024,510 4,489 OSI Group, LLC, Term Loan....................... NR NR 4.81 9/2/2011 4,555,148 2,494 OSI-Holland Finance B.V., Term Loan.................. NR NR 4.81 9/2/2011 2,530,638 8,736 Pierre Foods, Inc., Term Loan.................. B1 B+ 4.48 6/30/2010 8,834,280 31,525 Pinnacle Foods, Inc., Term 5.81 to Loan....................... B1 B+ 6.37 11/25/2010 31,584,109 7,428 Southern Wine & Spirits of America, Inc., Term Loan... NR NR 4.81 7/2/2008 7,538,374 10 See Notes to Financial Statements VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- BEVERAGE, FOOD & TOBACCO (CONTINUED) $ 4,950 Sunny Delight Beverage Co., 6.59 to Term Loan.................. B2 B+ 10.04% 8/20/2010 $ 4,711,125 4.90 to 5,075 Swift & Co., Term Loan..... Ba2 BB 5.05 9/19/2008 5,163,958 -------------- 204,228,884 -------------- BROADCASTING--CABLE 10.4% 2,233 Cebridge Connections, Inc., 5.24 to Term Loan.................. NR NR 7.50 2/23/2009 2,241,499 3,300 Century Cable Holdings, LLC, Term Loan (c)......... NR NR 7.25 6/30/2009 3,281,437 61,687 Charter Communications Operating, LLC, 5.73 to 04/27/10 to Term Loan (i).............. B2 B 5.98 04/27/11 61,516,752 9,593 Frontiervision Operating Partners, LP, 6.65 to 09/30/05 to Term Loan (c).............. NR NR 6.78 03/31/06 9,636,609 2,354 Frontiervision Operating Partners, LP, Revolving Credit Agreement (c)....... NR NR 6.65 10/31/2005 2,364,527 4,676 Hilton Head Communications, LP, Term Loan (c).......... NR NR 6.50 3/31/2008 4,615,460 7,300 Hilton Head Communications, LP, Revolving Credit Agreement (c).............. NR NR 5.25 9/30/2007 7,186,850 18,315 Insight Midwest Holdings, LLC, Term Loan............. Ba3 BB 5.44 12/31/2009 18,624,066 4.89 to 5,025 MCC Iowa, LLC, Term Loan... Ba3 BB+ 5.29 9/30/2010 5,092,901 33,045 Olympus Cable Holdings, LLC, 6.50 to 06/30/10 to Term Loan (c).............. NR NR 7.25 09/30/10 32,800,612 10,871 Parnassos, LP, Term Loan (c).............. NR NR 5.25 6/30/2007 10,857,198 4,753 Parnassos, LP, Revolving Credit Agreement (c)....... NR NR 5.25 6/30/2007 4,742,115 -------------- 162,960,026 -------------- BROADCASTING--DIVERSIFIED 1.5% 8,259 DirecTV Holdings, LLC, Term 4.45 to Loan....................... Ba1 BB 4.48 3/6/2010 8,384,104 10,000 Emmis Operating Co., Term Loan....................... Ba2 B+ 4.17 11/10/2011 10,117,360 3,900 Entravision Communications Corp., Term Loan........... B1 B+ 4.31 2/24/2012 3,930,876 1,786 PanAmSat Holding Corp., Term Loan.................. B1 BB+ 5.25 8/20/2011 1,802,334 -------------- 24,234,674 -------------- See Notes to Financial Statements 11 VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- BROADCASTING--RADIO 0.8% $ 9,034 Spanish Broadcasting Systems, Inc., Term Loan... B1 B+ 5.73% 10/30/2009 $ 9,169,256 3,500 Susquehanna Media Co., Term 4.07 to Loan....................... Ba2 BB- 4.58 3/31/2012 3,553,595 -------------- 12,722,851 -------------- BROADCASTING--TELEVISION 0.8% 7,500 Gray Communications 4.30 to Systems, Inc., Term Loan... Ba2 B+ 4.31 6/30/2011 7,603,125 5,382 NEP Supershooters, LP, Term Loan....................... B1 B 6.56 2/3/2011 5,469,457 -------------- 13,072,582 -------------- BUILDINGS & REAL ESTATE 5.6% 4,200 AIMCO Properties, LP, Term Loan (i)................... NR NR 4.18 11/2/2009 4,281,375 7,814 CB Richard Ellis Services, 3.92 to Inc., Term Loan (i)........ B1 B+ 6.25 3/31/2010 7,891,857 2,329 Central Parking Corp., Term 4.92 to Loan....................... Ba3 BB- 5.06 3/31/2010 2,371,209 6,053 Corrections Corp. of 4.53 to America, Term Loan (i)..... Ba3 BB- 4.95 3/31/2008 6,155,236 4,606 Crescent Real Estate Equities Co., Term Loan (i)........................ NR NR 4.64 1/12/2006 4,650,562 44,948 General Growth, LLC, Term 11/12/07 to Loan....................... Ba2 BB+ 4.64 11/12/08 45,245,157 1,521 GEO Group, Inc., Term 4.63 to Loan....................... Ba3 BB- 5.00 7/9/2009 1,547,603 6,000 Landsource Communities Development, LLC, Term Loan....................... NR NR 5.06 3/31/2010 6,095,628 4,500 South Edge, LLC, 4.44 to 10/31/07 to Term Loan.................. NR NR 4.69 10/31/09 4,531,721 5,000 WFP Tower Co., LP, Term Loan (i)................... NR NR 4.13 3/31/2006 5,004,690 -------------- 87,775,038 -------------- BUSINESS EQUIPMENT 0.9% 6.81 to 4,875 Katun Corp., Term Loan..... NR B+ 8.25 6/30/2009 4,887,187 9,272 Verifone, Inc., Term 5.23 to 06/30/11 to Loan....................... B1 B+ 8.73 12/31/11 9,471,322 -------------- 14,358,509 -------------- CHEMICALS, PLASTICS & RUBBER 11.2% 1,797 Becker-Underwood, Inc., 6.45 to 09/30/11 to Term Loan.................. NR NR 9.20 03/31/12 1,797,300 6,500 Brenntag AG, (Germany) Term Loan (i)................... B1 BB- 4.73 2/27/2012 6,564,350 12 See Notes to Financial Statements VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- CHEMICALS, PLASTICS & RUBBER (CONTINUED) $ 6,583 Celenase AG, (Germany) Term Loan (i)................... B1 B+ 4.81% 4/6/2011 $ 6,608,188 4,474 Hercules, Inc., Term 3.97 to Loan....................... Ba1 BB 4.31 10/8/2010 4,526,140 40,201 Huntsman Corp., Term Loan.................. B2 B 6.05 3/31/2010 40,913,550 21,532 Huntsman ICI Chemicals, LLC, Term Loan............. B1 B 5.00 12/31/2010 21,871,199 600 IMC Global, Inc., Revolving 6.25 to Credit Agreement........... Ba3 BB+ 7.50 5/17/2006 591,000 10,992 ISP Chemco, Inc., 4.25 to Term Loan.................. Ba2 BB+ 4.50 3/27/2011 11,127,050 16,307 KOSA B.V., (Netherlands) Term Loan.................. Ba3 BB 5.31 4/29/2011 16,603,310 5,860 Kraton Polymers, LLC, Term 4.88 to Loan....................... B1 B+ 5.56 12/23/2010 5,913,373 4.52 to 11/04/09 to 25,913 Nalco Co., Term Loan....... B1 BB- 6.75 11/04/10 26,297,781 5.61 to 6,678 Rhodia, Inc., Term Loan.... B2 NR 7.06 6/18/2006 6,630,207 22,800 Rockwood Specialties Group, Inc., Term Loan............ B1 B+ 4.95 7/30/2012 23,082,971 1,950 Unifrax Corp., Term Loan... B1 B+ 6.13 5/19/2010 1,986,544 -------------- 174,512,963 -------------- CONSTRUCTION MATERIAL 2.9% 10,421 Builders FirstSource, Inc., Term Loan (i).............. NR B+ 5.58 2/25/2010 10,460,330 1,970 Building Materials Holding Corp., Term Loan (i)....... Ba2 BB- 5.31 8/21/2010 1,984,775 6,953 Compression Polymers Corp., Term Loan.................. B1 B 5.04 3/12/2010 7,027,009 4,200 Contech Construction Products, Inc., Term Loan (i).............. Ba3 BB- 4.94 12/7/2010 4,270,875 3,750 Interline Brands, Inc., Term Loan.................. B1 BB- 4.81 12/31/2010 3,796,875 4.75 to 811 Itron, Inc., Term Loan..... Ba3 BB- 6.50 6/28/2011 820,004 2,638 Juno Lighting, Inc., Term 4.89 to Loan....................... B1 B+ 6.75 11/21/2010 2,684,119 1,714 National Waterworks, Inc., Term Loan.................. B1 B+ 5.06 11/22/2009 1,744,286 2,370 Professional Paint, Inc., 5.50 to Term Loan.................. NR NR 6.06 9/30/2011 2,402,587 See Notes to Financial Statements 13 VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- CONSTRUCTION MATERIAL (CONTINUED) $ 978 Sensus Metering Systems, 4.42 to Inc., Term Loan............ B2 B+ 5.40% 12/17/2010 $ 983,857 8,740 Werner Holding Co., Inc., 5.94 to Term Loan.................. B1 CCC+ 6.34 6/11/2009 8,499,920 -------------- 44,674,637 -------------- CONTAINERS, PACKAGING & GLASS 7.6% 3,125 BWAY Corp., Term Loan (i)........................ B1 B+ 4.75 6/30/2011 3,178,181 1,791 Consolidated Container Company, LLC, Term Loan.... B2 B- 5.13 12/15/2008 1,814,507 21,726 Dr. Pepper/Seven Up Bottling Group, Inc., Term 4.47 to Loan....................... B1 NR 4.75 12/19/2010 22,095,159 7,200 Graham Packaging Co., Term 5.00 to Loan....................... B2 B 5.13 10/7/2011 7,307,359 16,161 Graphic Packaging International Corp., Term 5.06 to Loan....................... B1 B+ 5.44 6/30/2010 16,453,481 978 Graphic Packaging International Corp., Revolving Credit 5.68 to Agreement.................. B1 B+ 8.25 8/8/2009 950,739 4,276 Impress Metal Packaging Holding B.V., (Netherlands) Term Loan.................. NR B+ 6.03 12/31/2006 4,297,283 2,786 Kranson Industries, Inc., Term Loan.................. NR NR 5.31 7/30/2011 2,827,790 15,235 Owens-Illinois, Inc., Term 4.95 to 04/01/07 to Loan....................... B1 BB- 7.25 04/01/08 15,516,299 7,284 Packaging Dynamics, Term 09/29/08 to Loan....................... NR NR 5.56 09/29/09 7,300,367 4,868 Ranpak Corp., Term Loan.... NR NR 6.20 3/15/2010 4,874,233 15,650 Smurfit-Stone Container 4.44 to Corp., Term Loan........... Ba3 BB- 4.69 11/1/2011 15,899,993 1,988 Smurfit-Stone Container Corp., Revolving Credit 4.75 to Agreement.................. Ba3 BB- 6.50 11/1/2009 1,938,300 7,444 Solo Cup, Inc., Term 4.62 to Loan....................... B1 B+ 5.06 2/27/2011 7,585,650 646 Tekni-Plex, Inc., Revolving 6.40 to Credit Agreement........... B3 B- 8.25 6/21/2006 639,831 5,955 U.S. Can Corp., Term Loan....................... B2 B 6.40 1/10/2010 5,943,834 -------------- 118,623,006 -------------- 14 See Notes to Financial Statements VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- DIVERSIFIED MANUFACTURING 1.0% $ 2,613 Chart Industries, Inc, Term 5.63 to Loan....................... NR NR 5.68% 9/15/2009 $ 2,629,511 12,284 Mueller Group, Inc., Term 5.15 to Loan....................... B2 B+ 6.75 4/23/2011 12,430,281 -------------- 15,059,792 -------------- ECOLOGICAL 4.0% 35,509 Allied Waste North America, 4.90 to Inc., Term Loan (i)........ B1 BB 5.27 1/15/2010 36,073,005 1,470 Casella Waste Systems, 4.69 to Inc., Term Loan (i)........ B1 BB- 5.31 5/11/2007 1,488,835 5.94 to 6,467 Duratek, Inc., Term Loan... B1 BB- 6.13 12/16/2009 6,477,500 2,738 Environmental Systems Products Holdings, Term 5.63 to 12/12/08 to Loan....................... B2 NR 12.56 12/12/10 2,800,552 6,813 Great Lakes Dredge & Dock 5.36 to Corp., Term Loan........... B2 B- 6.60 12/22/2010 6,812,604 3,573 Waste Services, Inc., Term 6.70 to Loan....................... Caa1 B- 7.50 3/31/2011 3,584,166 700 Waste Services, Inc., Revolving Credit 6.98 to Agreement.................. Caa1 B- 7.11 4/29/2009 682,500 4,000 Wastequip, Inc., Term 6.25 to Loan....................... NR NR 6.50 12/31/2010 4,010,000 -------------- 61,929,162 -------------- EDUCATION & CHILD CARE 0.2% 2,936 Educate Operating Co., LLC, Term Loan.................. B1 B+ 5.06 3/31/2011 2,973,014 219 TEC Worldwide, Inc., Term Loan....................... NR NR 4.31 2/28/2005 217,830 -------------- 3,190,844 -------------- ELECTRONICS 6.0% 1,975 AMI Semiconductor, Inc., Term Loan.................. B1 BB- 5.08 9/26/2008 1,999,687 8,872 Audio Visual Services Corp., Term Loan........... NR NR 6.50 3/4/2006 9,359,848 4,178 Automata, Inc., Term Loan 02/28/03 to (a) (c) (j)................ NR NR 7.75 02/28/04 0 2,400 Fairchild Semiconductor Corp., Term Loan........... Ba3 BB- 4.25% 12/31/2010 2,427,000 10,929 Knowles Electronics, Inc., Term Loan.................. B3 NR 7.19 6/29/2007 11,015,055 4,620 Memec Group Ltd., (England) 5.06 to 04/30/09 to Term Loan.................. B2 B 10.50 06/15/10 4,639,830 22,200 Semiconductor Components Industries, LLC. Term Loan....................... B3 B 5.56 12/15/2011 22,338,750 See Notes to Financial Statements 15 VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- ELECTRONICS (CONTINUED) 4.78 to $16,135 Rayovac Corp., Term Loan... B1 B+ 6.75% 9/30/2009 $ 16,320,284 11,700 Seagate Technologies, Inc., Term Loan.................. Ba1 BB+ 4.56 5/13/2007 11,902,925 7,313 UGS Corp., Term Loan....... B1 B+ 4.83 5/27/2011 7,427,519 5,400 Viasystems, Inc., 6.49 to Term Loan.................. B2 NR 6.69 9/30/2009 5,455,123 -------------- 92,886,021 -------------- ENTERTAINMENT & LEISURE 11.5% 3,000 Alliance Atlantis Communications, Inc., Term 4.29 to Loan (i)................... Ba2 BB 6.00 12/20/2011 3,037,500 4,555 Detroit Red Wings, Inc., Term Loan.................. NR NR 5.39 8/30/2006 4,582,975 4,432 Festival Fun Parks, LLC, 7.25 to 06/30/07 to Term Loan.................. NR NR 7.75 12/31/07 4,413,939 3,034 GT Brands Holdings, LLC, Term Loan.................. NR NR 10.25 9/30/2007 1,668,750 61,479 Metro-Goldwyn-Mayer, Inc., Term Loan.................. NR NR 5.06 4/30/2011 61,640,633 10,158 Mets II, LLC, Term Loan.... NR NR 5.77 8/23/2005 10,310,708 4,200 New Jersey Basketball, LLC, Term Loan.................. NR NR 6.06 8/16/2008 4,200,000 5.55 to 4,714 Pure Fishing, Term Loan.... B1 BB- 5.85 9/30/2010 4,796,877 28,968 Regal Cinemas, Inc., Term Loan....................... Ba3 BB- 4.56 11/10/2010 29,342,566 8,742 Six Flags Theme Parks, Inc., Term Loan............ B1 B- 4.90 6/30/2009 8,895,085 247 Six Flags Theme Parks, Inc., Revolving 4.95 to Credit Agreement........... B1 B- 5.08 6/30/2008 241,097 5,816 Tigers Ballpark, LLC, Term 4.88 to Loan....................... NR NR 5.19 12/1/2006 5,826,639 10,259 True Temper, Inc., 5.07 to Term Loan.................. B2 B 7.00 3/15/2011 10,220,223 6,000 Universal City Development 4.48 to Partners, LP, Term Loan.... Ba3 NR 4.66 6/9/2011 6,097,500 12,406 Warner Music Group, Term 4.97 to Loan....................... B1 B+ 5.38 2/28/2011 12,575,546 4,548 Worldwide Sports & Recreation, Inc., Term 5.66 to Loan....................... NR NR 6.06 12/31/2006 4,559,008 16 See Notes to Financial Statements VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- ENTERTAINMENT & LEISURE (CONTINUED) $ 4,937 YankeesNets, LLC, Term 4.85 to Loan....................... NR NR 5.03% 6/25/2007 $ 5,023,542 2,263 Yankees Holdings, LP, Term 4.49 to Loan....................... NR NR 4.90 6/25/2007 2,302,457 -------------- 179,735,045 -------------- FARMING & AGRICULTURE 0.8% 2,216 Central Garden & Pet Co., Term Loan.................. Ba2 BB+ 4.33 5/15/2009 2,232,872 10,236 United Industries Corp., 6.75 to 04/29/11 to Term Loan.................. B1 B+ 8.75 10/31/11 10,261,902 -------------- 12,494,774 -------------- FINANCE 2.1% 3,180 DCS Business Services, 6.40 to 12/31/08 to Inc., Term Loan............ NR NR 6.90 12/31/09 3,186,712 4,392 Outsourcing Solutions, Term Loan....................... NR NR 7.40 12/9/2008 4,408,749 7,012 Rent-A-Center, Inc., Term Loan....................... Ba2 BB+ 4.21 6/30/2010 7,108,156 8,114 Risk Management Assurance Co., Term Loan............. NR NR 6.63 12/21/2006 7,708,469 10,770 Transfirst Holdings, Inc., 6.56 to 03/31/10 to Term Loan.................. NR NR 10.06 03/31/11 10,823,044 -------------- 33,235,130 -------------- HEALTHCARE 7.2% 7,861 Ameripath, Inc., Term Loan....................... B2 B+ 5.83 3/27/2010 7,929,672 7,090 AMN Healthcare Services, Inc., Term Loan............ Ba2 BB- 5.56 10/2/2008 7,156,574 8,379 Ardent Health Services, Term Loan (i).............. B1 B+ 4.80 8/12/2011 8,449,702 41,520 Community Health Systems, Inc., Term Loan (i)........ Ba3 BB- 4.15 8/19/2011 41,895,420 6,261 Concentra Operating Corp., 4.88 to Term Loan (i).............. B1 B+ 5.10 6/30/2010 6,341,930 6,219 FHC Health Systems, Inc., 8.40 to Term Loan.................. B2 B 10.40 12/18/2009 6,312,575 6,772 Genesis Healthcare Corp., Term Loan.................. Ba3 BB- 4.67 12/1/2010 6,868,094 7,279 InteliStaf Group, Inc., 5.80 to 10/31/05 to Term Loan.................. NR NR 7.25 10/31/07 7,223,626 3,582 Medcath Holdings Corp., 5.11 to Term Loan.................. B2 B+ 6.50 6/30/2011 3,620,059 3,111 Multiplan, Inc., Term Loan....................... Ba3 B+ 5.31 3/4/2009 3,146,111 4,800 PacifiCare Health Systems, 4.06 to Inc., Term Loan............ Ba2 BBB- 4.25 12/13/2010 4,821,998 See Notes to Financial Statements 17 VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- HEALTHCARE (CONTINUED) $ 2,985 Sterigenics International, Inc., Term Loan............ B2 B+ 5.53% 6/14/2011 $ 3,022,312 4,910 Triad Hospitals, Inc., Term Loan....................... Ba2 BB 4.83 9/30/2008 4,992,722 -------------- 111,780,795 -------------- HEALTHCARE & BEAUTY 2.5% 5,921 American Safety Razor Co., 5.64 to Term Loan.................. B2 B 5.98 4/29/2011 5,950,679 3,600 CEI Holdings, Inc., Term 5.24 to 12/03/10 to Loan....................... NR NR 9.19 12/03/11 3,645,000 4,800 Del Laboratories, Inc., Term Loan.................. B1 B 6.50 7/27/2011 4,800,000 3,000 Marietta Intermediate 7.50 to Holding Corp., Term Loan... NR NR 11.50 12/17/2010 3,038,250 22,125 Prestige Brands Holdings, 5.29 to 04/06/11 to Inc., Term Loan............ B1 B 9.00 10/06/11 22,498,303 -------------- 39,932,232 -------------- HOME & OFFICE FURNISHINGS, HOUSEWARES & DURABLE CONSUMER PRODUCTS 2.0% 7.55 to 6,125 Formica Corp., Term Loan... NR NR 8.50 6/10/2010 6,155,964 2,790 Hunter Fan Co., Term 6.25 to Loan....................... NR NR 7.75 4/30/2010 2,837,081 1,422 Imperial Home Decor Group, Inc., Term Loan (a) (d) (j)........................ NR NR 8.75 4/4/2006 35,557 8,761 National Bedding Co., Term 4.65 to Loan....................... Ba3 BB- 5.13 12/31/2010 8,889,270 13,848 Sealy Mattress Co., Term 4.45 to Loan....................... B2 B+ 4.65 4/6/2012 14,055,937 -------------- 31,973,809 -------------- HOTELS, MOTELS, INNS & GAMING 11.3% 10,946 Alliance Gaming Corp., Term Loan (i)................... Ba3 BB- 4.90 9/4/2009 11,021,677 4,276 Ameristar Casinos, Inc., Term Loan.................. Ba3 BB- 4.63 12/20/2006 4,342,291 4,975 Boyd Gaming Corp., Term 3.92 to Loan (i)................... Ba2 BB 4.53 6/30/2011 5,044,963 10,800 CNL Hospitality Partners, LP, Term Loan (i).......... NR NR 4.90 10/13/2006 10,975,500 3,087 Global Cash Access, LLC, Term Loan.................. B2 B+ 5.17 3/10/2010 3,139,504 6,652 Greektown Casino, LLC, Term 5.69 to Loan....................... NR NR 5.92 12/31/2005 6,718,241 4,963 Green Valley Ranch Gaming, LLC, Term Loan............. B1 NR 4.50 12/24/2010 5,030,734 18 See Notes to Financial Statements VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- HOTELS, MOTELS, INNS & GAMING (CONTINUED) $ 3,600 Herbst Gaming, Inc., Term Loan....................... NR B+ 4.64% 1/31/2011 $ 3,657,377 6,000 Interstate Operating Co., 8.06 to LP, Term Loan.............. B2 B 8.75 1/14/2008 6,015,000 2,467 Isle of Capri Casinos, 4.45 to Inc., Term Loan............ Ba2 BB- 4.66 4/26/2008 2,478,912 8,906 Kuilima Resort Co., Term 5.10 to 06/29/07 to Loan....................... NR NR 6.75 09/29/07 8,884,213 10,129 Mandalay Resort Group, Term Loan....................... NR NR 5.48 6/30/2008 10,154,715 2,400 Marina District Finance Co., Term Loan............. NR NR 3.93 10/20/2011 2,424,499 2,570 Penn National Gaming, Inc., 5.06 to Term Loan.................. Ba3 BB- 5.08 9/1/2007 2,582,188 37,944 Planet Hollywood International, Inc., Term Loan.................. NR B- 5.56 9/1/2010 37,564,687 90 Planet Hollywood International, Inc., Term Loan (k)................... NR B- 6.56 9/1/2010 88,563 7,200 Ruffin Gaming, LLC, Term Loan....................... NR NR 5.94 7/14/2007 7,308,000 6,900 Scientific Games Corp., Term Loan.................. Ba2 BB 4.26 12/23/2009 6,974,748 4,200 Seminol Tribe of Florida, Inc., Term Loan............ NR BB 6.50 9/30/2011 4,242,000 4,100 United Auburn Indian Community, Term Loan....... Ba3 BB+ 6.48 1/24/2009 4,120,888 10,364 Venetian Casino Resorts, LLC, Term Loan............. B1 B+ 4.90 6/15/2011 10,547,156 19,436 Wyndham International, 7.19 to 04/01/06 to Inc., Term Loan............ NR NR 8.19 06/30/06 19,544,928 2,596 Wyndham International, Inc., Revolving Credit 8.19 to Agreement.................. NR NR 8.38 4/1/2006 2,589,803 838 Wynn Las Vegas, LLC, Term Loan....................... B2 B+ 4.69 12/14/2011 850,199 -------------- 176,300,786 -------------- INSURANCE 3.5% 8,955 Alliant Resources Group, 5.67 to Inc., Term Loan............ B2 B 8.75 8/31/2011 8,966,194 4,963 Bristol West Holdings, Inc., Term Loan............ Ba1 BB+ 4.56 2/18/2011 4,987,312 2,867 CCC Information Services Group, Inc., Term Loan..... B1 B+ 5.56 8/20/2010 2,902,524 See Notes to Financial Statements 19 VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- INSURANCE (CONTINUED) $11,520 Conseco, Inc., Term Loan (i).............. B2 BB- 6.08% 6/22/2010 $ 11,764,800 6,980 Hilb, Rogal & Hamilton Co., Term Loan.................. Ba3 BB 4.81 12/15/2011 7,086,529 1,701 Mitchell International, Inc., Term Loan............ B1 B+ 5.55 8/15/2011 1,728,342 4,043 Universal American Financial Corp., Term Loan....................... NR BBB- 4.81 3/31/2009 4,052,606 6,745 USI Holdings Corp., Term Loan....................... B1 BB- 5.23 8/11/2008 6,780,998 5,400 Vertafore, Inc., Term 5.27 to 12/22/10 to Loan....................... NR NR 8.52 12/22/11 5,464,500 -------------- 53,733,805 -------------- MACHINERY 0.7% 2,400 Douglas Dynamics, LLC, Term Loan....................... B1 BB- 4.51 12/16/2010 2,418,000 734 Flowserve Corp., 5.15 to Term Loan.................. Ba3 BB- 5.44 6/30/2009 747,660 4,800 Goodman Global Holdings, Inc., Term Loan............ B2 B+ 4.81 12/23/2011 4,878,000 2,481 United Rentals (North America), Inc., Term Loan....................... Ba3 BB 4.81 2/14/2011 2,519,632 -------------- 10,563,292 -------------- MEDICAL PRODUCTS & SERVICES 6.2% 2,328 Advanced Medical Optics, 4.49 to Inc., Term Loan (i)........ B1 BB- 4.74 6/25/2009 2,353,373 5,400 American Medical Instruments Holdings, Inc., 5.58 to Term Loan.................. B2 B+ 5.94 12/9/2010 5,447,250 2,093 Colgate Medical, Ltd., 4.55 to (England) Term Loan........ Ba2 BB- 4.56 12/30/2008 2,119,347 6,269 CONMED Corp., Term Loan 4.75 to (i)........................ Ba3 BB- 5.01 12/15/2009 6,344,110 6,900 Center For Diagnostic 5.90 to Imaging, Term Loan......... B2 NR 7.75 12/31/2010 6,917,250 1,318 Dade Behring, Inc., Term Loan (i)................... B2 BBB- 4.31 10/3/2008 1,328,223 35,690 DaVita, Inc., Term Loan 4.13 to 03/31/07 to (i)........................ Ba2 BB 4.78 06/30/10 35,827,590 10,945 Fisher Scientific International, Inc., Term Loan.................. Ba2 BBB 3.92 8/2/2011 11,040,769 10,042 Insight Health, Term Loan....................... B1 B 6.31 10/17/2008 10,132,614 3,120 Insight Health, Revolving Credit Agreement........... B1 B 6.56 10/17/2008 3,129,750 20 See Notes to Financial Statements VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- MEDICAL PRODUCTS & SERVICES (CONTINUED) $ 4,557 Kinetics Concepts, Inc., Term Loan.................. Ba3 BB- 4.31% 8/11/2010 $ 4,594,978 569 Rotech Healthcare, Inc., Term Loan.................. Ba2 BB 5.56 3/31/2008 576,651 3,600 The Cooper Companies, Inc., Term Loan (i).............. Ba3 BB 4.19 1/6/2012 3,651,750 3,204 VWR International, Inc., Term Loan.................. B2 B+ 5.17 4/7/2011 3,262,134 -------------- 96,725,789 -------------- MINING, STEEL, IRON & NON-PRECIOUS METALS 0.9% 5,294 CII Carbon, LLC, Term Loan.................. NR NR 5.30 6/25/2008 5,227,772 5,700 New Enterprise Stone & Lime 5.65 to Co., Inc., Term Loan....... NR NR 7.25 7/30/2010 5,770,780 2,406 Techs Industries, Inc., Term Loan.................. NR NR 4.81 1/14/2010 2,412,266 -------------- 13,410,818 -------------- NATURAL RESOURCES 2.0% 21,462 El Paso Corp., Term Loan... B3 B- 5.19 11/23/2009 21,708,215 2,949 Foundation PA Coal Co., 4.56 to Term Loan.................. Ba3 BB- 4.78 7/30/2011 2,994,276 6,567 LYONDELL-CITGO Refining, 4.38 to LP, Term Loan.............. NR NR 4.59 5/21/2007 6,640,879 -------------- 31,343,370 -------------- NON-DURABLE CONSUMER PRODUCTS 1.7% 1,872 Aero Products International, Inc., Term 5.83 to Loan....................... NR NR 7.06 12/19/2008 1,847,402 4,975 Amscan Holdings, Inc., Term 5.29 to Loan (i)................... B1 B+ 7.00 4/30/2012 5,006,094 3,721 Boyds Collection, Ltd., 3.38 to Term Loan (i).............. B1 B- 3.44 4/21/2005 3,715,961 4,762 Church & Dwight Co., Inc., Term Loan (i).............. Ba2 BB 4.31 5/30/2011 4,828,802 7,392 General Binding Corp., Term 6.71 to Loan....................... B2 B+ 7.39 1/15/2008 7,419,720 3,856 JohnsonDiversey, Inc., Term 4.43 to Loan....................... Ba3 BB- 4.64 11/3/2009 3,925,624 -------------- 26,743,603 -------------- PAPER & FOREST PRODUCTS 1.9% 30,000 Boise Cascade, LLC, Term 10/28/10 to Loan (i)................... Ba3 BB 4.84 10/29/11 30,126,866 -------------- See Notes to Financial Statements 21 VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- PERSONAL & MISCELLANEOUS SERVICES 2.1% $ 3,539 Alderwoods Group, Inc., 3.94 to Term Loan (i).............. B1 BB- 4.54% 9/29/2009 $ 3,594,008 8,750 Coinmach Laundry Corp., 5.44 to Term Loan (i).............. B2 B 5.63 7/25/2009 8,856,438 2,494 Coinstar, Inc., Term Loan (i)........................ Ba3 BB- 4.84 7/7/2011 2,537,882 4,478 Global Imaging Systems, 4.28 to Inc., Term Loan............ Ba3 BB- 4.71 5/10/2010 4,533,469 2,100 InfoUSA, Inc., Term Loan... Ba3 BB 5.06 3/25/2009 2,121,000 5,876 Iron Mountain, Inc., Term 4.19 to Loan....................... B2 BB- 4.22 4/2/2011 5,926,607 2,962 Stewart Enterprises, Inc., Term Loan.................. Ba3 BB+ 4.47 11/19/2011 3,004,325 1,800 United Online, Inc., Term 5.63 to Loan....................... B1 B+ 6.13 12/13/2008 1,824,750 -------------- 32,398,479 -------------- PHARMACEUTICALS 0.9% 2,985 Accredo Health, Inc., Term Loan (i)................... Ba2 BB 4.23 4/30/2011 3,010,187 11,614 MedPointe, Inc., Term 6.70 to 09/30/07 to Loan....................... B1 B 7.45 09/30/08 11,669,095 -------------- 14,679,282 -------------- PRINTING & PUBLISHING 17.5% 10,451 Adams Outdoor Advertising, 4.92 to 10/15/11 to LP, Term Loan (i).......... B1 B+ 6.17 04/15/12 10,604,768 431 Advanstar Communications, Inc., Term Loan (i)........ B2 B 7.08 10/11/2007 433,812 27,300 Advertising Directory Solutions, Inc., (Canada) 4.48 to 11/09/11 to Term Loan (i).............. B1 BB- 6.23 05/09/12 27,764,254 7,013 American Media Operations, Inc., Term Loan (i)........ Ba3 B+ 5.31 4/1/2007 7,125,754 7,110 American Reprographics Co., Term Loan (i).............. B1 BB- 5.26 6/18/2009 7,198,875 999 CanWest Media, Inc., (Canada) Term Loan (i)..... Ba2 B+ 4.70 8/15/2009 1,013,433 9,975 Cygnus Business Media, Inc., Term Loan............ B3 B 6.42 7/13/2009 9,950,062 4,213 Day International Group, 6.06 to Inc., Term Loan............ B1 B 6.08 9/16/2009 4,252,810 8,207 Dex Media East, LLC, Term 3.96 to 11/08/08 to Loan....................... Ba2 BB- 6.00 05/08/09 8,308,569 30,462 Dex Media West, LLC, Term 4.15 to 09/09/09 to Loan....................... Ba2 BB- 6.25 03/09/10 30,867,189 1,800 Enterprise NewsMedia, LLC, Term Loan.................. NR NR 5.68 6/30/2012 1,830,375 22 See Notes to Financial Statements VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- PRINTING & PUBLISHING (CONTINUED) $ 9,739 F&W Publications, Inc., Term Loan.................. NR NR 5.96% 12/31/2009 $ 9,854,867 7,500 Freedom Communications, 4.14 to Term Loan.................. Ba3 BB 4.15 5/18/2012 7,618,125 9,125 Haights Cross Communications, LLC, Term 5.96 to Loan....................... B3 B- 6.78 8/20/2008 9,353,545 8,674 Herald Media, Inc., Term 5.03 to 07/22/11 to Loan....................... NR NR 8.03 01/22/12 8,811,943 15,080 Journal Register Co., Term 3.42 to Loan....................... Ba2 BB+ 4.23 8/12/2012 15,178,970 6,933 Lamar Media Corp., Term Loan....................... Ba2 BB- 4.06 6/30/2010 7,020,000 2,973 Liberty Group Operating, 6.00 to Inc., Term Loan............ B1 B 6.06 3/31/2007 2,991,101 3,000 MC Communications, LLC, 6.44 to Term Loan.................. NR NR 7.01 12/31/2010 3,022,500 2,488 MediaNews Group, Inc., Term Loan....................... NR NR 4.08 12/30/2010 2,503,047 9,162 Merrill Communications, 5.06 to LLC, Term Loan............. B1 B 7.00 7/30/2009 9,290,660 8,950 Morris Publishing Group, LLC, Term Loan............. Ba1 BB 4.31 3/31/2011 9,064,676 7,808 Primedia, Inc., Term 4.56 to 06/30/08 to Loan....................... B3 B 5.38 06/30/09 7,713,257 25,998 R.H. Donnelley, Inc., Term 4.13 to 12/31/09 to Loan....................... Ba3 BB 4.56 06/30/11 26,273,098 4,800 Source Media, Inc., Term 4.69 to 11/08/11 to Loan....................... B1 NR 7.94 08/30/12 4,879,500 16,393 Transwestern Publishing 3.94 to 02/25/11 to Co., LLC, Term Loan........ B1 B+ 7.08 02/25/12 16,631,396 3,510 Vutek, Inc., Term Loan..... B1 NR 7.75 6/25/2010 3,518,775 14,000 Xerox Corp., Term Loan..... NR BB- 4.33 9/30/2008 14,149,842 5,882 Ziff-Davis Media, Inc., Term Loan.................. B3 CCC 7.08 3/31/2007 5,830,396 -------------- 273,055,599 -------------- RESTAURANTS & FOOD SERVICE 0.9% 2,100 Captain D's, LLC, Term Loan.................. NR NR 6.33 12/27/2010 2,105,250 3,600 Carrols Holding Corp., Term 5.06 to Loan (i)................... B1 B+ 6.75 12/31/2010 3,663,000 See Notes to Financial Statements 23 VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- RESTAURANTS & FOOD SERVICE (CONTINUED) $ 4,800 Denny's Corp., 5.59 to 09/30/09 to Term Loan (i).............. B3 B 7.89% 09/30/10 $ 4,935,751 3,000 Landry's Restaurants, Inc., 4.33 to Term Loan.................. Ba2 BB- 4.53 12/28/2010 3,033,750 -------------- 13,737,751 -------------- RETAIL--OIL & GAS 1.7% 1,515 Alimentation Couche-Tard, 4.25 to Inc., Term Loan (i)........ Ba2 BB 4.38 12/17/2010 1,537,720 1,194 Barjan Products, LLC, Term 7.75 to Loan....................... NR NR 10.25 4/30/2007 623,181 798 Barjan Products, LLC, Revolving Credit 7.25 to Agreement.................. NR NR 7.75 4/30/2007 797,529 7,250 Getty Petroleum Marketing, Inc., Term Loan............ B1 B+ 5.80 5/19/2010 7,390,469 13,609 The Pantry, Inc., Term 4.83 to Loan....................... B1 B+ 6.00 3/12/2011 13,838,342 1,800 Travelcenters of America, 4.15 to Inc., Term Loan............ Ba3 BB 6.75 12/1/2011 1,821,375 -------------- 26,008,616 -------------- RETAIL--SPECIALTY 2.3% 3,161 DRL Acquisition, Inc., Term 6.73 to Loan....................... NR NR 8.00 4/30/2009 3,149,762 1,953 Home Interiors & Gifts, Inc., Term Loan............ B3 B- 7.17 3/31/2011 1,893,555 4.81 to 10/04/10 to 16,800 Jostens, Inc., Term Loan... B1 B+ 5.06 10/04/11 16,990,924 13,304 Nebraska Book Co., Inc., Term Loan.................. B2 B 4.67 3/4/2011 13,495,234 -------------- 35,529,475 -------------- RETAIL--STORES 3.1% 2,700 Advance Stores Co., Inc., 4.13 to Term Loan (i).............. Ba2 BB+ 4.31 9/30/2010 2,735,969 7,680 CSK Auto, Inc., Term Loan (i)........................ Ba2 B+ 4.85 6/19/2009 7,766,362 3,600 Dollarama Group, LP, Term 4.78 to Loan....................... NR NR 6.50 11/18/2011 3,633,750 2,295 Murray's Discount Auto 6.87 to Stores, Inc., Term Loan.... NR NR 8.25 8/8/2009 2,297,599 31,125 Rite Aid Corp., Term 4.17 to Loan....................... NR B+ 4.31 8/31/2009 31,387,633 -------------- 47,821,313 -------------- 24 See Notes to Financial Statements VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- TELECOMMUNICATIONS--LOCAL EXCHANGE CARRIERS 2.2% $ 8,174 Cincinnati Bell, Inc., Term 4.98 to Loan (i)................... B1 B+ 5.08% 6/30/2008 $ 8,256,926 3,000 Fairpoint Communications, Inc., Term Loan............ B1 BB- 6.44 3/31/2007 3,011,250 4,962 McLeod USA, Inc., Term Loan.................. Caa3 NR 6.42 5/30/2008 2,574,150 1,632 Orius Corp., LLC, 6.51 to 01/23/09 to Term Loan.................. NR NR 7.43 01/23/10 347,204 1,127 Orius Corp., LLC, Revolving Credit Agreement........... NR NR 5.33 1/31/2006 873,119 14,581 Qwest Corp., Term Loan..... Ba3 BB- 7.39 6/30/2007 15,225,372 3,491 Valor Telecommunications, 5.98 to LLC, Term Loan............. B2 B+ 6.08 11/10/2011 3,510,525 7,500 WCI Capital Corp., Term Loan (a) (c) (j)........... NR NR 8.75 9/30/2007 112,500 1,216 WCI Capital Corp., Revolving Credit Agreement (a) (c) (j)................ NR NR 8.25 12/31/2004 50,103 -------------- 33,961,149 -------------- TELECOMMUNICATIONS--LONG DISTANCE 0.3% 4,784 Williams Communications, 5.90 to LLC, Term Loan............. B2 NR 6.06 10/1/2009 4,829,063 -------------- TELECOMMUNICATIONS--WIRELESS 3.0% 2,388 American Tower, LP, Term Loan (i)................... Ba3 B 4.23 8/31/2011 2,417,850 2,388 Cellular South, Inc., Term 3.88 to Loan (i)................... NR NR 6.00 5/4/2011 2,422,327 12,903 Centennial Cellular, Inc., 4.92 to Term Loan (i).............. B2 B- 5.38 2/9/2011 13,018,416 12,165 Nextel Partners, Inc., Term Loan....................... Ba3 B+ 4.94 5/31/2011 12,344,215 3,600 Spectrasite Communications, Inc., Term Loan............ Ba3 BB- 4.03 5/19/2012 3,630,751 1,004 Syniverse Holding, LLC., 5.40 to Term Loan.................. Ba3 BB- 5.56 9/30/2010 1,013,239 11,940 Western Wireless Corp., 5.40 to Term Loan.................. B2 B- 5.71 5/31/2011 12,039,496 -------------- 46,886,294 -------------- TEXTILES & LEATHER 0.0% 1,995 Malden Mills Industries, 6.75 to Inc., Term Loan (a)........ NR NR 7.00 10/1/2008 445,093 -------------- See Notes to Financial Statements 25 VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BANK LOAN PRINCIPAL RATINGS+ AMOUNT -------------- STATED (000) BORROWER MOODY'S S&P COUPON MATURITY* VALUE ----------------------------------------------------------------------------------------------- TRANSPORTATION--CARGO 0.7% $ 670 Kansas City Southern 3.88 to Railway Co., Term Loan..... Ba3 BB+ 4.28% 3/30/2008 $ 679,548 4,529 Pacer International, Inc., 4.06 to Term Loan.................. B1 BB- 5.06 6/10/2010 4,594,523 3,004 Quality Distribution, Inc., 5.58 to Term Loan.................. Caa1 B- 7.25 11/13/2009 3,004,034 900 Quality Distribution, Inc., Revolving Credit 5.64 to Agreement.................. Caa1 B- 5.58 11/13/2009 875,625 2,077 Transport Industries, LP, Term Loan.................. B2 B+ 6.56 6/13/2010 2,080,665 -------------- 11,234,395 -------------- TRANSPORTATION--PERSONAL 1.5% 21,748 Laidlaw Investments Ltd., Term Loan.................. Ba3 BB+ 6.33 6/19/2009 21,853,166 934 Neoplan USA Corp., Revolving Credit Agreement (d)........................ NR NR 6.56 6/30/2006 933,750 -------------- 22,786,916 -------------- TRANSPORTATION--RAIL MANUFACTURING 0.2% 5.56 to 2,993 Helm, Inc., Term Loan...... NR NR 5.62 7/2/2010 3,031,777 -------------- UTILITIES 4.4% 17,500 Allegheny Energy, Inc., 5.01 to Term Loan (i).............. B1 B+ 5.16 3/8/2011 17,847,650 867 CenterPoint Energy, Inc., Revolving 5.39 to Credit Agreement (i)....... Ba1 BBB- 7.25 10/7/2006 865,583 4,188 Coleto Creek WLE, LP, Term 4.83 to 06/30/11 to Loan (i)................... Ba2 BB 6.23 06/30/12 4,270,780 3,922 Midwest Generation, LLC, 5.38 to Term Loan.................. Ba3 B+ 5.81 4/27/2011 3,983,630 1,200 NorthWestern Corp., Term Loan....................... Ba1 BB 4.03 11/1/2011 1,219,000 7,160 Pike Electric, Inc., 4.69 to 07/01/12 to Term Loan.................. NR NR 4.75 12/10/12 7,280,977 12,000 Reliant Energy Resources 4.90 to Corp., Term Loan........... B1 B+ 5.07 4/30/2010 12,095,352 19,957 Texas Genco, LLC, Term Loan.................. Ba2 BB 4.48 12/14/2011 20,231,331 -------------- 67,794,303 -------------- TOTAL VARIABLE RATE** SENIOR LOAN INTERESTS 172.3%........................... 2,686,423,607 -------------- 26 See Notes to Financial Statements VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BORROWER VALUE ---------------------------------------------------------------------------------------------- NOTES 1.5% Barjan Products, LLC ($1,122,526 par, 5.00% coupon, maturing 04/30/07) (k)... $ 0 Commonwealth Brands, Inc. ($1,500,000 par, 9.71% coupon, maturing 08/28/07) (h)........................................................................ 1,563,750 Dade Behring, Inc. ($4,897,905 par, 11.91% coupon, maturing 10/03/10)........ 5,461,164 Pioneer Cos., Inc. ($832,205 par, 6.05% coupon, maturing 12/31/06) (h)....... 877,976 Rogers Wireless Communications, Inc. ($9,000,000 par, 5.53% coupon, maturing 12/15/10) (h) (Canada)..................................................... 9,517,500 Satelites Mexicanos, 144A-Private Placement ($6,007,000 par, 6.92% coupon, maturing 06/30/04), (b) (g) (h) (Mexico)................................... 5,075,915 US Unwired, Inc. ($1,200,000 par, 6.13% coupon, maturing 06/15/10) (h)....... 1,245,000 -------------- TOTAL NOTES.................................................................. 23,741,305 -------------- EQUITIES 2.0% Aladdin Gaming Holdings, LLC (7.84% Ownership Interest, Acquired 09/03/04, Cost $470,400) (e) (f)..................................................... 254,702 Barjan Products, LLC (2,201,571 preferred shares, Acquired 06/21/04, Cost $3,104,488) (e) (f)........................................................ 0 Dade Behring Holdings, Inc. (166,320 common shares) (e)...................... 9,505,188 Environmental Systems Products Holdings, Inc. (3,275 common shares, Acquired 06/22/04, Cost $0) (e) (f)................................................. 33,143 Gentek, Inc. (111,796 common shares)......................................... 5,002,871 Gentek, Inc. (Warrants for 271 common shares) (e)............................ 0 Holmes Group, Inc. (Warrants for 1,851 common shares, Acquired 05/24/04, Cost $0) (e) (f)................................................................ 5,183 IDT Corp. (22,898 common shares) (e)......................................... 335,227 Imperial Home Decor Group, Inc. (512,023 common shares, Acquired 04/26/01, Cost $522,263) (d) (e) (f) (j)............................................. 0 London Clubs International (Warrants for 141,982 common shares, Acquired 10/15/04, Cost $260,912) (e) (f)........................................... 312,752 Malden Mills Industries (263,436 common shares, Acquired 10/29/03, Cost $0) (e) (f).................................................................... 0 Malden Mills Industries (860,902 preferred shares, Acquired 10/29/03, Cost $0) (e) (f)................................................................ 0 NeighborCare, Inc. (405,693 common shares) (e)............................... 11,898,976 Neoplan USA Corp. (2,262 preferred shares, Acquired 09/04/03, Cost $1,074,522) (d) (e) (f).................................................... 2,262 Neoplan USA Corp. (8,517 common shares, Acquired 09/04/03, Cost $85) (d) (e) (f)........................................................................ 85 Orius Corp. (315,080 common shares, Acquired 02/03/03, Cost $0) (e) (f)...... 0 Outsourcing Solutions (74,835 common shares, Acquired 01/30/04, Cost $3,399,503) (e) (f)........................................................ 3,592,080 Planet Hollywood International, Inc. (Warrants for 76,677 common shares, Acquired 09/03/04, Cost $0) (e) (f)........................................ 0 Railworks Corp. (186 preferred shares, Acquired 02/10/03, Cost $2,135,664) (e) (f).................................................................... 0 See Notes to Financial Statements 27 VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued BORROWER VALUE ---------------------------------------------------------------------------------------------- EQUITIES (CONTINUED) Railworks Corp. (Warrants for 3,282 common shares, Acquired 02/10/03, Cost $0) (e) (f)................................................................ $ 0 Rotech Medical Corp. (48,485 common shares, Acquired 06/12/02, Cost $193,940) (e) (f).................................................................... 0 Safelite Glass Corp. (421,447 common shares, Acquired 10/20/00, Cost $1,714,995) (e) (f)........................................................ 0 Safelite Realty (28,448 common shares, Acquired 10/26/00, Cost $0) (e) (f)... 0 Targus Group International (Warrants for 28,689 common shares, Acquired 01/30/04, Cost $0) (e) (f)................................................. 8,607 -------------- TOTAL EQUITIES 2.0%......................................................... 30,951,076 -------------- TOTAL LONG TERM INVESTMENTS 175.8% (Cost $2,733,575,669)...................................................... 2,741,115,988 -------------- SHORT-TERM INVESTMENTS 2.3% REPURCHASE AGREEMENT 2.1% State Street Bank & Trust Corp. ($33,000,000 par collateralized by U.S. Government obligations in a pooled cash account, interest rate of 2.42%, dated 01/31/05, to be sold on 02/01/05 at $33,002,218) (i)................. 33,000,000 TIME DEPOSIT 0.2% State Street Bank & Trust Corp. ($3,160,342 par, 0.85% coupon, dated 01/31/05, to be sold on 02/01/05 at $3,160,417) (i)........................ 3,160,342 -------------- TOTAL SHORT-TERM INVESTMENTS (Cost $36,160,342)......................................................... 36,160,342 -------------- TOTAL INVESTMENTS 178.1% (Cost $2,769,736,011)...................................................... 2,777,276,330 BORROWINGS (32.4)%.......................................................... (505,000,000) PREFERRED SHARES (INCLUDING ACCRUED DISTRIBUTIONS) (44.9)%.................. (700,218,776) LIABILITIES IN EXCESS OF OTHER ASSETS (0.8)%................................ (12,644,420) -------------- NET ASSETS APPLICABLE TO COMMON SHARES 100.0%............................... $1,559,413,134 ============== NR--Not rated + Bank Loans rated below Baa by Moody's Investor Service, Inc. or BBB by Standard & Poor's Group are considered to be below investment grade. Industry percentages are calculated as a percentage of net assets. (a) This Senior Loan interest is non-income producing. 28 See Notes to Financial Statements VAN KAMPEN SENIOR INCOME TRUST PORTFOLIO OF INVESTMENTS -- JANUARY 31, 2005 (UNAUDITED) continued (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 transactions with qualified institutional buyers. (c) This borrower has filed for protection in federal bankruptcy court. (d) Affiliated company. See Notes to Financial Statements. (e) Non-income producing security as this stock or warrant currently does not declare dividends. (f) Restricted Security. Securities were acquired through the restructuring of senior loans. These securities are restricted as they are not allowed to be deposited via the Depository Trust Company. If at a later point in time, the company wishes to register, the issuer will bear the costs associated with registration. The aggregate value of restricted securities represents 0.27% of the net assets applicable to common shares of the Trust. (g) The borrower is in the process of restructuring or amending the terms of this loan. (h) Variable rate security. Interest rate shown is that in effect at January 31, 2005. (i) All or a portion of this security is designated in connection with unfunded loan commitments. (j) This borrower is currently in liquidation. (k) Payment-in-kind security. * Senior Loans in the Trust's portfolio generally are subject to mandatory and/or optional prepayment. Because of these mandatory prepayment conditions and because there may be significant economic incentives for a Borrower to prepay, prepayments of Senior Loans in the Trust's portfolio may occur. As a result, the actual remaining maturity of Senior Loans held in the Trust's portfolio may be substantially less than the stated maturities shown. Although the Trust is unable to accurately estimate the actual remaining maturity of individual Senior Loans, the Trust estimates that the actual average maturity of the Senior Loans held in its portfolio will be approximately 18-24 months. ** Senior Loans in which the Trust invests generally pay interest at rates which are periodically redetermined by reference to a base lending rate plus a premium. These base lending rates are generally (i) the lending rate offered by one or more major European banks, such as the London Inter-Bank Offered Rate ("LIBOR"), (ii) the prime rate offered by one or more major United States banks and (iii) the certificate of deposit rate. The interest rates shown are those in effect on January 31, 2005. Senior Loans are generally considered to be restricted in that the Trust ordinarily is contractually obligated to receive approval from the Agent Bank and/or Borrower prior to the disposition of a Senior Loan. See Notes to Financial Statements 29 VAN KAMPEN SENIOR INCOME TRUST FINANCIAL STATEMENTS Statement of Assets and Liabilities January 31, 2005 (Unaudited) ASSETS: Total Investments in unaffiliated securities (Cost $2,765,837,559)........................................... $2,776,304,676 Total Investments in affiliated securities (Cost $3,898,453)............................................... 971,654 Cash........................................................ 3,520,926 Receivables: Interest and Fees......................................... 11,812,564 Investments Sold.......................................... 3,862,323 Other....................................................... 220,444 -------------- Total Assets............................................ 2,796,692,587 -------------- LIABILITIES: Payables: Borrowings................................................ 505,000,000 Investments Purchased..................................... 26,940,167 Investment Advisory Fee................................... 2,016,802 Administrative Fee........................................ 474,541 Distributor and Other Affiliates.......................... 331,360 Income Distributions--Common Shares....................... 91,516 Accrued Interest Expense.................................... 1,092,995 Accrued Expenses............................................ 696,466 Trustees' Deferred Compensation and Retirement Plans........ 416,830 -------------- Total Liabilities....................................... 537,060,677 Preferred Shares (including accrued distributions).......... 700,218,776 -------------- NET ASSETS APPLICABLE TO COMMON SHARES...................... $1,559,413,134 ============== NET ASSET VALUE PER COMMON SHARE ($1,559,413,134 divided by 180,010,000 shares outstanding)........................... $ 8.66 ============== NET ASSETS CONSIST OF: Common Shares ($.01 par value with an unlimited number of shares authorized, 180,010,000 shares issued and outstanding).............................................. $ 1,800,100 Paid in Surplus............................................. 1,788,748,292 Net Unrealized Appreciation................................. 7,540,319 Accumulated Undistributed Net Investment Income............. 1,543,721 Accumulated Net Realized Loss............................... (240,219,298) -------------- NET ASSETS APPLICABLE TO COMMON SHARES...................... $1,559,413,134 ============== PREFERRED SHARES ($.01 par value, authorized 28,000 shares, 28,000 issued with liquidation preference of $25,000 per share).................................................... $ 700,000,000 ============== NET ASSETS INCLUDING PREFERRED SHARES....................... $2,259,413,134 ============== 30 See Notes to Financial Statements VAN KAMPEN SENIOR INCOME TRUST FINANCIAL STATEMENTS continued Statement of Operations For the Six Months Ended January 31, 2005 (Unaudited) INVESTMENT INCOME: Interest from unaffiliated securities....................... $ 68,241,313 Interest from affiliated securities......................... 30,297 Dividends................................................... 1,084,205 Other....................................................... 2,580,710 ------------ Total Income............................................ 71,936,525 ------------ EXPENSES: Investment Advisory Fee..................................... 11,765,088 Administrative Fee.......................................... 2,768,256 Credit Line................................................. 1,067,528 Preferred Share Maintenance................................. 916,101 Custody..................................................... 337,131 Legal....................................................... 326,827 Trustees' Fees and Related Expenses......................... 74,144 Other....................................................... 425,149 ------------ Total Operating Expenses................................ 17,680,224 ------------ Interest Expense........................................ 4,872,491 ------------ NET INVESTMENT INCOME....................................... $ 49,383,810 ============ REALIZED AND UNREALIZED GAIN/LOSS: Net Realized Loss........................................... $(11,207,799) ------------ Unrealized Appreciation/Depreciation: Beginning of the Period................................... (7,968,504) End of the Period......................................... 7,540,319 ------------ Net Unrealized Appreciation During the Period............... 15,508,823 ------------ NET REALIZED AND UNREALIZED GAIN............................ $ 4,301,024 ============ DISTRIBUTIONS TO PREFERRED SHAREHOLDERS..................... $ (7,012,488) ============ NET INCREASE IN NET ASSETS APPLICABLE TO COMMON SHARES FROM OPERATIONS................................................ $ 46,672,346 ============ See Notes to Financial Statements 31 VAN KAMPEN SENIOR INCOME TRUST FINANCIAL STATEMENTS continued Statements of Changes in Net Assets (Unaudited) FOR THE FOR THE SIX MONTHS ENDED YEAR ENDED JANUARY 31, 2005 JULY 31, 2004 --------------------------------- FROM INVESTMENT ACTIVITIES: Operations: Net Investment Income.................................... $ 49,383,810 $ 76,868,483 Net Realized Gain/Loss................................... (11,207,799) 21,290,086 Net Unrealized Appreciation During the Period............ 15,508,823 79,993,874 Distributions to Preferred Shareholders: Net Investment Income.................................... (7,012,488) (3,970,944) -------------- -------------- Change in Net Assets Applicable to Common Shares from Operations............................................. 46,672,346 174,181,499 Distributions to Common Shareholders: Net Investment Income.................................... (41,366,215) (71,823,861) -------------- -------------- NET CHANGE IN NET ASSETS APPLICABLE TO COMMON SHARES FROM INVESTMENT ACTIVITIES.................................. 5,306,131 102,357,638 FROM CAPITAL TRANSACTIONS: Offering Costs on Preferred Shares....................... (1,764) (6,835,194) -------------- -------------- TOTAL INCREASE IN NET ASSETS APPLICABLE TO COMMON SHARES................................................. 5,304,367 95,522,444 NET ASSETS APPLICABLE TO COMMON SHARES: Beginning of the Period.................................. 1,554,108,767 1,458,586,323 -------------- -------------- End of the Period (Including accumulated undistributed net investment income of $1,543,721 and $538,614, respectively).......................................... $1,559,413,134 $1,554,108,767 ============== ============== 32 See Notes to Financial Statements VAN KAMPEN SENIOR INCOME TRUST FINANCIAL STATEMENTS continued Statement of Cash Flows For the Six Months Ended January 31, 2005 (Unaudited) CHANGE IN NET ASSETS FROM OPERATIONS (EXCLUDING PREFERRED SHARE DISTRIBUTIONS)...................................... $ 53,684,834 ------------ Adjustments to Reconcile the Change in Net Assets from Operations to Net Cash provided by Operating Activities: Increase in Investments at Value.......................... (33,286,829) Increase in Interest and Fees Receivables................. (2,345,314) Decrease in Receivable for Investments Sold............... 1,353,890 Increase in Other Assets.................................. (56,715) Increase in Investment Advisory Fee Payable............... 86,666 Increase in Administrative Fee Payable.................... 20,391 Increase in Distributor and Affiliates Payable............ 26,772 Decrease in Payable for Investments Purchased............. (23,489,435) Increase in Accrued Expenses.............................. 165,648 Increase in Trustees' Deferred Compensation and Retirement Plans................................................... 57,097 Change in Accrued Interest Expense........................ 598,588 ------------ Total Adjustments....................................... (56,869,241) ------------ NET CASH PROVIDED BY OPERATING ACTIVITIES................... (3,184,407) ------------ CASH FLOWS FROM FINANCING ACTIVITIES: Change in Bank Borrowings................................... 55,000,000 Change in Offering Costs on Preferred Shares................ (1,764) Cash Distributions Paid..................................... (48,292,909) ------------ Net Cash Used for Financing Activities.................. 6,705,327 ------------ NET INCREASE IN CASH........................................ 3,520,920 Cash at Beginning of the Period............................. 6 ------------ CASH AT THE END OF THE PERIOD............................... $ 3,520,926 ============ SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid during the year for Interest...................... $ 4,273,903 ============ See Notes to Financial Statements 33 VAN KAMPEN SENIOR INCOME TRUST FINANCIAL HIGHLIGHTS (UNAUDITED) THE FOLLOWING SCHEDULE PRESENTS FINANCIAL HIGHLIGHTS FOR ONE COMMON SHARE OF THE TRUST OUTSTANDING THROUGHOUT THE PERIODS INDICATED. SIX MONTHS ENDED JANUARY 31, ------------------- 2005 2004 2003 --------------------------------- NET ASSET VALUE, BEGINNING OF THE PERIOD (a)................ $ 8.63 $ 8.10 $ 7.94 -------- -------- -------- Net Investment Income...................................... .28 .42 .46 Net Realized and Unrealized Gain/Loss...................... .02 .57 .14 Common Share Equivalent of Distributions Paid to Preferred Shareholders: Net Investment Income...................................... (.04) (.02) -0- -------- -------- -------- Total from Investment Operations............................ .26 .97 .60 -------- -------- -------- Distributions To Common Shareholders: Net Investment Income...................................... (.23) (.40) (.44) Net Realized Gain.......................................... -0- -0- -0- Dilutive impact from the offering of Money Market Cumulative Preferred Shares........................................... -0- (.04) -0- -------- -------- -------- NET ASSET VALUE, END OF THE PERIOD.......................... $ 8.66 $ 8.63 $ 8.10 ======== ======== ======== Common Share Market Price at End of the Period.............. $ 8.59 $ 8.84 $ 7.84 Total Return* (b)........................................... -0.21%** 18.13% 25.06% Net Assets Applicable to Common Shares at End of the Period (In millions).............................................. $1,559.4 $1,554.1 $1,458.6 Ratios to Average Net Assets applicable to Common Shares excluding Borrowings: Operating Expense* (f)..................................... 2.26% 1.91% 1.59% Interest Expense (f)....................................... .62% .31% .62% Gross Expense* (f)......................................... 2.88% 2.22% 2.21% Net Investment Income* (f)................................. 6.30% 5.06% 5.98% Net Investment Income* (g)................................. 5.41% 4.80% N/A Portfolio Turnover (c)...................................... 50%** 84% 78% Supplemental Ratios: Ratios to Average Net Assets including Preferred Shares and Borrowings: Operating Expense* (f)..................................... 1.28% 1.30% 1.19% Interest Expense (f)....................................... .35% .21% .46% Gross Expense* (f)......................................... 1.63% 1.51% 1.65% Net Investment Income* (f)................................. 3.57% 3.44% 4.47% Net Investment Income* (g)................................. 3.06% 3.26% N/A Senior Indebtedness: Total Preferred Shares Outstanding....................... 28,000 28,000 N/A Asset Coverage Per Preferred Share (h)................... $ 80,701 $ 80,509 N/A Involuntary Liquidating Preference Per Preferred Share... $ 25,000 $ 25,000 N/A Average Market Value Per Preferred Share................. $ 25,000 $ 25,000 N/A Total Borrowing Outstanding (In thousands)............... $505,000 $450,000 $401,000 Asset Coverage Per $1,000 Unit of Senior Indebtedness (d).................................................... 5,475 6,009 4,637 * If certain expenses had not been voluntarily assumed by Van Kampen, total return would have been lower and the Ratio of Operating Expenses to Average Net Assets, Ratio of Gross Expenses to Average Net Assets and the Ratio of Net Investment Income to Average Net Assets would have been 1.21%, 1.49% and 6.90% for the period ended July 31, 1998. ** Non-Annualized (a)Net asset value on June 24, 1998 of $10.00 is adjusted for common share offering costs of $.013. (b)Total return based on common share market price assumes an investment at the common share market price at the beginning of the period indicated, reinvestment of all distributions for the period in accordance with the Trust's dividend reinvestment plan, and sale of all shares at the closing common share market price at the end of the period indicated. (c)Calculation includes the proceeds from principal repayments and sales of variable rate senior loan interests. (d)Calculated by subtracting the Trust's total liabilities (not including the Borrowings) from the Trust's total assets and dividing by the total number of senior indebtedness units, where one unit equals $1,000 of senior indebtedness. (e)As required, effective August 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 year ended July 31, 2002 was to decrease the ratio of net investment income to average net asset applicable to common shares by .01%. Net investment income per share and net realized and unrealized gains and losses per share were unaffected by the adjustments. Per share, ratios and supplemental data for the periods prior to July 31, 2002 have not been restated to reflect this change in presentation. (f)Ratios do not reflect the effect of distributions to preferred shareholders. (g)Ratios reflect the effect of distributions to preferred shareholders. (h)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. N/A=Not Applicable 34 JUNE 24, 1998 YEAR ENDED JULY 31, (COMMENCEMENT ---------------------------------------------- OF OPERATIONS) TO 2002 (e) 2001 2000 1999 JULY 31, 1998 ------------------------------------------------------------------ $ 8.51 $ 9.65 $ 10.08 $ 10.07 $ 9.99 -------- -------- -------- -------- -------- .49 .79 .81 .77 .07 (.55) (1.10) (.42) -0- .01 -0- -0- -0- -0- -0- -------- -------- -------- -------- -------- (.06) (.31) .39 .77 .08 -------- -------- -------- -------- -------- (.51) (.83) (.81) (.76) -0- -0- -0- (.01) -0- -0- -0- -0- -0- -0- -0- -------- -------- -------- -------- -------- $ 7.94 $ 8.51 $ 9.65 $ 10.08 $ 10.07 ======== ======== ======== ======== ======== $ 6.67 $ 7.79 $ 8.75 $ 9.5625 $10.0625 -8.05% -1.42% .61% 2.98% .63%** $1,430.0 $1,532.7 $1,736.5 $1,815.1 $1,812.1 1.48% 1.63% 1.75% 1.66% 1.18% .53% 2.15% 2.49% 2.37% .28% 2.01% 3.78% 4.24% 4.03% 1.46% 6.02% 8.90% 8.19% 7.72% 6.94% N/A N/A N/A N/A N/A 65% 55% 57% 28% 3%** 1.22% 1.20% 1.24% 1.18% N/A .44% 1.58% 1.77% 1.67% N/A 1.66% 2.78% 3.01% 2.85% N/A 4.95% 6.55% 5.83% 5.46% N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A $370,159 $375,000 $700,000 $800,000 $400,000 4,863 5,087 3,481 3,269 5,530 See Notes to Financial Statements 35 VAN KAMPEN SENIOR INCOME TRUST NOTES TO FINANCIAL STATEMENTS -- JANUARY 31, 2005 (UNAUDITED) 1. SIGNIFICANT ACCOUNTING POLICIES Van Kampen Senior Income Trust (the "Trust") is registered as a non-diversified, closed-end management investment company under the Investment Company Act of 1940, as amended. The Trust's investment objective is to provide a high level of current income, consistent with preservation of capital. The Trust seeks to achieve its objective by investing primarily in a portfolio of interests in floating or variable rate senior loans to corporations, partnerships and other entities which operate in a variety of industries and geographical regions. The Trust borrows money for investment purposes which will create the opportunity for enhanced return, but also should be considered a speculative technique and may increase the Trust's volatility. The Trust commenced investment operations on June 24, 1998. The following is a summary of significant accounting policies consistently followed by the Trust in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. A. SECURITY VALUATION The Trust's Senior Loans are valued by the Trust following valuation guidelines established and periodically reviewed by the Trust's Board of Trustees. Under the valuation guidelines, Senior Loans for which reliable market quotes are readily available are valued at the mean of such bid and ask quotes. Where reliable market quotes are not readily available, Senior Loans are valued, where possible, using independent market indicators provided by independent pricing sources approved by the Board of Trustees. Other Senior Loans are valued by independent pricing sources approved by the Board of Trustees based upon pricing models developed, maintained and operated by those pricing sources or valued by Van Kampen Asset Management (the "Adviser") by considering a number of factors including consideration of market indicators, transactions in instruments which the Adviser believes may be comparable (including comparable credit quality, interest rate, interest rate redetermination period and maturity), the credit worthiness of the Borrower, the current interest rate, the period until next interest rate redetermination and the maturity of such Senior Loan. Consideration of comparable instruments may include commercial paper, negotiable certificates of deposit and short-term variable rate securities which have adjustment periods comparable to the Senior Loans in the Trust's portfolio. The fair value of Senior Loans are reviewed and approved by the Trust's Valuation Committee and the Board of Trustees. Equity securities are valued on the basis of prices furnished by pricing services or as determined in good faith by the Adviser under the direction of the Board of Trustees. Short-term securities with remaining maturities of 60 days or less are valued at amortized cost, which approximates market value. Short-term loan participations are valued at cost in the absence of any indication of impairment. The Trust may invest in repurchase agreements, which are short-term investments in which the Trust acquires ownership of a debt security and the seller agrees to repurchase the security at a future time and specified price. Repurchase agreements are fully collateralized by the underlying debt security. The Trust will make payment for such securities only upon physical delivery or evidence of book entry transfer to the account of the custodian bank. 36 VAN KAMPEN SENIOR INCOME TRUST NOTES TO FINANCIAL STATEMENTS -- JANUARY 31, 2005 (UNAUDITED) continued The seller is required to maintain the value of the underlying security at not less than the repurchase proceeds due the Trust. B. SECURITY TRANSACTIONS Investment transactions are recorded on a trade date basis. Realized gains and losses are determined on an identified cost basis. Legal expenditures that are expected to result in the restructuring of or a plan of reorganization for an investment are recorded as realized losses. C. INVESTMENT INCOME Dividend income is recorded on the ex-dividend date and interest income is recorded on an accrual basis. Facility fees received are treated as market discounts. Market premiums are amortized and discounts are accreted over the stated life of each applicable senior loan, note, or other fixed income security. Other income is comprised primarily of amendment fees which are recorded when received. Amendment fees are earned as compensation for agreeing to changes in loan agreements. D. FEDERAL INCOME TAXES It is the Trust'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 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 July 31, 2004, the Trust had an accumulated capital loss carryforward for tax purposes of $209,217,198, which will expire according to the following schedule. AMOUNT EXPIRATION $ 4,851,995................................................ July 31, 2009 122,716,095................................................ July 31, 2010 52,014,750................................................ July 31, 2011 29,634,358................................................ July 31, 2012 At January 31, 2005, the cost and related gross unrealized appreciation and depreciation are as follows: Cost of investments for tax purposes........................ $2,784,943,950 ============== Gross tax unrealized appreciation........................... $ 54,941,542 Gross tax unrealized depreciation........................... (62,609,162) -------------- Net tax unrealized depreciation on investments.............. $ ( 7,667,620) ============== E. DISTRIBUTION OF INCOME AND GAINS The Trust intends to declare and pay monthly dividends from net investment income to common shareholders. Net realized gains, if any, are to be distributed at least annually to common shareholders. Distributions from net realized gains for book purposes may include short term capital gains, which are included as ordinary income for tax purposes. 37 VAN KAMPEN SENIOR INCOME TRUST NOTES TO FINANCIAL STATEMENTS -- JANUARY 31, 2005 (UNAUDITED) continued The tax character of distributions paid for the year ended July 31, 2004 was as follows: Distributions paid from: Ordinary income........................................... $75,570,307 Long-term capital gain.................................... -0- ----------- $75,570,307 =========== As of July 31, 2004, the components of distributable earnings on a tax basis were as follows: Undistributed ordinary income............................... $1,498,215 Net realized gains and losses may differ for financial and tax reporting purposes primarily as a result of the deferral of losses resulting from wash sale transactions. 2. INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES Under the terms of the Trust's Investment Advisory Agreement, the Adviser will provide investment advice and facilities to the Trust for an annual fee of .85% of the average daily managed assets. Managed assets are defined as the gross asset value of the Trust minus the sum of accrued liabilities, other than the aggregate amount of borrowings undertaken by the Trust. In addition, the Trust will pay a monthly administrative fee to Van Kampen Investments Inc., the Trust's Administrator, at an annual rate of .20% of the average daily managed assets of the Trust. The administrative services provided by the Administrator include monitoring the provisions of the loan agreements and any agreements with respect to participations and assignments, record keeping responsibilities with respect to interests in Variable Rate Senior Loans in the Trust's portfolio and providing certain services to the holders of the Trust's securities. For the six months ended January 31, 2005, the Trust recognized expenses of approximately $52,600 representing legal services provided by Skadden, Arps, Slate, Meagher & Flom LLP, counsel to the Trust, of which a trustee of the Trust is a partner of such firm and he and his law firm provide legal services as legal counsel to the Trust. Under a Legal Services agreement, the Adviser provides legal services to the Trust. The Adviser allocates the cost of such services to each Trust. For the six months ended January 31, 2005, the Trust recognized expenses of approximately $47,700 representing Van Kampen Investments Inc.'s or its affiliates' (collectively "Van Kampen") cost of providing legal services to the Trust, which are reported as "Legal" expenses 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 also officers of Van Kampen. The Trust provides deferred compensation and retirement plans for its trustees who are not officers of Van Kampen. Under the deferred compensation plan, trustees may elect to defer all or a portion of their compensation to a later date. Benefits under the retirement plan are payable 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. 38 VAN KAMPEN SENIOR INCOME TRUST NOTES TO FINANCIAL STATEMENTS -- JANUARY 31, 2005 (UNAUDITED) continued During the period, the Trust owned shares of the following affiliated companies. Affiliated companies are defined by the Investment Company Act of 1940 as those companies in which a fund holds 5% or more of the outstanding voting securities. INTEREST/ MARKET PAR/ REALIZED DIVIDEND VALUE NAME SHARES* GAIN/(LOSS) INCOME 1/31/05 COST Imperial Home Decor Group, Inc., Term Loan...................... 1,422,288 -0- -0- $ 35,557 $1,367,833 Imperial Home Decor Group, Inc., Common Stock................... 512,023 -0- -0- -0- 522,263 Neoplan USA Corp., Revolving Credit Agreement............... 933,750 -0- 30,297 933,750 933,750 Neoplan USA Corp., Common Stock.......................... 8,517 -0- -0- 85 85 Neoplan USA Corp., Preferred Stock C........................ 532 -0- -0- 532 532 Neoplan USA Corp., Preferred Stock D........................ 1,730 -0- -0- 1,730 1,073,990 --- ------ -0- 30,297 --- ------ * Shares were acquired through the restructuring of Senior loan interests. SHARES AS SHARES AS REALIZED OF GROSS GROSS OF GAIN/ NAME 7/31/04 ADDITIONS REDUCTIONS 1/31/05 (LOSS) Neoplan USA Corp., Revolving Credit Agreement......................... 911,250 56,250 33,750 933,750 -0- 3. INVESTMENT TRANSACTIONS During the period, the costs of purchases and proceeds from investments sold and repaid, excluding short-term investments, were $1,413,699,787 and $1,352,461,403, respectively. 4. COMMITMENTS Pursuant to the terms of certain of the Variable Rate Senior Loan agreements, the Trust had unfunded loan commitments of approximately $175,644,025 as of January 31, 2005. The Trust intends to reserve against such contingent obligations by segregating cash, liquid securities and liquid Senior Loans as a reserve. 5. SENIOR LOAN PARTICIPATION COMMITMENTS The Trust invests primarily in participations, assignments, or acts as a party to the primary lending syndicate of a Variable Rate Senior Loan interest to United States and foreign corporations, partnerships, and other entities. When the Trust purchases a participation of a Senior Loan interest, the Trust typically enters into a contractual agreement with the lender or other third party selling the participation, but not with the borrower directly. As such, the Trust assumes the credit risk of the borrower, selling participant or other persons interpositioned between the Trust and the borrower. 39 VAN KAMPEN SENIOR INCOME TRUST NOTES TO FINANCIAL STATEMENTS -- JANUARY 31, 2005 (UNAUDITED) continued At January 31, 2005, the following sets forth the selling participants with respect to interests in Senior Loans purchased by the Trust on a participation basis. PRINCIPAL AMOUNT VALUE SELLING PARTICIPANT (000) (000) Bank of America............................................. $4,100 $4,121 6. BORROWINGS As of April 29, 2004, the shareholders approved amending the Trust's fundamental investment restriction regarding the Trust's use of financial leverage. The Trust is now able to utilize financial leverage to the maximum extent allowable under the Investment Company Act of 1940, as amended. Under the 1940 Act, a fund generally may not (i) borrow money greater than 33 1/3% of the fund's total assets or (ii) issue preferred shares greater than 50% of the fund's total assets. In using a combination of borrowing money and issuing preferred shares, the maximum allowable leverage is somewhere between 33 1/3% and 50% (but in no event more that 50%) of the Fund's total assets based on the relative amounts borrowed or preferred shares issued. The Trust has entered into a $700 million revolving credit and security agreement. Annual commitment fees of .13% are charged on the unused portion of the credit line. This revolving credit agreement is secured by the assets of the Trust. For the six months ended January 31, 2005, the average daily balance of borrowings under the revolving credit agreement was $491,114,130 with a weighted average interest rate of 1.94%. 7. PREFERRED SHARES ISSUANCE As of February 20, 2004, the Trust issued 5,600 shares each of Series M, Series T, Series W, Series TH and Series F Auction Preferred Shares ("APS"), $.01 Par Value, $25,000 liquidation Preference, for a total issuance of $700 million. Dividends are cumulative and the dividend rates are generally reset every seven days through an auction process. The average rate in effect on January 31, 2005 was 2.44%. During the six months ended January 31, 2005, the rates ranged from 1.49% to 2.91%. The Trust pays annual fees equivalent to .25% of the preferred share liquidation value for the remarketing efforts associated with the preferred auctions. These fees are included as a component of the "Preferred Share Maintenance" expense in the Statement of Operations. The APS are redeemable at the option of the Trust in whole or in part at the liquidation value of $25,000 per share plus accumulated and unpaid dividends. The Trust is subject to certain asset coverage tests and the APS are subject to mandatory redemption if the tests are not met. 8. INDEMNIFICATIONS The Trust enters into contracts that contain a variety of indemnifications. The Trust's maximum exposure under these arrangements is unknown. However, the Trust has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote. 40 VAN KAMPEN SENIOR INCOME TRUST BOARD OF TRUSTEES AND IMPORTANT ADDRESSES BOARD OF TRUSTEES DAVID C. ARCH ROD DAMMEYER HOWARD J KERR RICHARD F. POWERS, III* - Chairman HUGO F. SONNENSCHEIN WAYNE W. WHALEN* INVESTMENT ADVISER VAN KAMPEN ASSET MANAGEMENT 1221 Avenue of the Americas New York, NY 10020 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 LLP 333 West Wacker Drive Chicago, Illinois 60606 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 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. 41 VAN KAMPEN 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. 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, (continued on back) VAN KAMPEN AN IMPORTANT NOTICE CONCERNING OUR U.S. PRIVACY POLICY continued 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 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. 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. VVR SAR 3/05 RA05-00175P-Y01/05 (VAN KAMPEN INVESTMENTS LOGO) Item 2. Code of Ethics. Not applicable for semi-annual reports. Item 3. Audit Committee Financial Expert. Not applicable for semi-annual reports. Item 4. Principal Accountant Fees and Services. Not applicable for semi-annual reports. Item 5. Audit Committee of Listed Registrants. Not applicable for semi-annual reports. 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 Trust's principal executive officer and principal financial officer have concluded that the Trust's disclosure controls and procedures are sufficient to ensure that information required to be disclosed by the Trust in this Form N-CSR was recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange 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) Code of Ethics -- Not applicable for semi-annual reports. (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 Senior Income Trust By: /s/ Ronald E. Robison ----------------------------- Name: Ronald E. Robison Title: Principal Executive Officer Date: March 22, 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: March 22, 2005 By: /s/ James W. Garrett ----------------------------- Name: James W. Garrett Title: Principal Financial Officer Date: March 22, 2005