Attachment 77m to form N-SAR
for the fiscal period ended November 30, 1995:
1. An Agreement and Plan of Reorganization dated July 31, 1995 (the Plan)
between Xxx Xxxxxx American Capital Growth and Income Fund (Growth and
Income) and Xxx Xxxxxx American Capital Equity Trust, on behalf of its
series, the Van Xxxxxx Xxxxxxx Growth and Income Fund ( VKM Fund ), was
approved by the Board of Trustees of Growth and Income on May 11, 1995.
Following approval of the reorganization by the shareholders of VKM Fund,
the assets of VKM Fund were transferred to Growth and Income in exchange
for a number of shares of Growth and Income equal to the value of the
aggregate net assets of VKM Fund immediately prior to the transfer of
assets of VKM Fund to Growth and Income.
2. The above described reorganization was consummated on September 27, 1995
and VKM Fund distributed to its shareholders shares of Growth and Income
received in the reorganization. VKM Fund had no assets or liabilities
after September 27, 1995 and is being terminated pursuant to Delaware
law.