1
                             AIM EQUITY FUNDS, INC.

                             INSTITUTIONAL CLASSES

                                AIM CHARTER FUND
                              AIM WEINGARTEN FUND
                             AIM CONSTELLATION FUND

                       Supplement dated November 5, 1996
                    to the Prospectus dated January 2, 1996
                as supplemented April 1, 1996 and June 27, 1996

On November 4, 1996, A I M Management Group Inc. ("AIM Management") announced
that it had entered into an Agreement and Plan of Merger among INVESCO plc
("INVESCO"), INVESCO Group Services Inc. and AIM Management, pursuant to which
AIM Management will be merged with INVESCO Group Services Inc. Subject to a
number of conditions being met, it is currently anticipated that the
transaction will occur in the early part of 1997. The Fund's investment
advisor, A I M Advisors, Inc. ("AIM"), is a wholly owned subsidiary of AIM 
Management.

The proposed transaction may be deemed to cause an "assignment" (as that term
is defined under the Investment Company Act of 1940 (the "1940 Act")) of the
investment advisory agreement between the Fund and AIM. Under the 1940 Act and
the investment advisory agreement, an assignment results in the automatic
termination of the investment advisory agreement. The completion of the
transaction is contingent upon, among other things, the approval of both the
Board of Directors of the Fund and the shareholders of the Fund of a new
investment advisory agreement between the Fund and AIM. Management of the Fund
anticipates that the essential terms of the new investment advisory agreement,
including the investment advisory fees, would be the same as those under the
current investment advisory agreement between the Fund and AIM. It is also
anticipated that the investment advisory personnel responsible for the Fund
will remain unchanged.