SUB-ITEM 77Q1(a)

                                AMENDMENT NO. 1
                            TO AMENDED AND RESTATED
                      AGREEMENT AND DECLARATION OF TRUST OF
                                AIM EQUITY FUNDS

            This Amendment No. 1 to the Amended and Restated Agreement and
Declaration of Trust of AIM Equity Funds (this "Amendment") amends, effective
March 27, 2006, the Amended and Restated Agreement and Declaration of Trust of
AIM Equity Funds (the "Trust") dated as of September 14, 2005, as amended (the
"Agreement").

            Under Section 9.7 of the Agreement, this Amendment may be executed
by a duly authorized officer of the Trust.

            WHEREAS, the Trust desires to amend the Agreement to reflect the
mergers of AIM Aggressive Growth Fund, AIM Weingarten Fund and AIM Blue Chip
Fund;

            NOW, THEREFORE, the Agreement is hereby amended as follows:

      1. Schedule A of the Agreement is hereby amended and restated to read in
its entirety as set forth on Exhibit 1 to this Amendment.

      2. All references in the Agreement to "this Agreement" shall mean the
Agreement as amended by this Amendment.

      3. Except as specifically amended by this Amendment, the Agreement is
hereby confirmed and remains in full force and effect.

      IN WITNESS WHEREOF, the undersigned, a duly authorized officer of the
Trust, has executed this Amendment as of March 27, 2006.

                                            By:    /s/ Robert H. Graham
                                                   -----------------------------
                                            Name:  Robert H. Graham
                                            Title: President




                          EXHIBIT 1 TO AMENDMENT NO. 1
                                       TO
                              AMENDED AND RESTATED
                       AGREEMENT AND DECLARATION OF TRUST
                               OF AIM EQUITY FUNDS

                                   "SCHEDULE A

                                AIM EQUITY FUNDS
                         PORTFOLIOS AND CLASSES THEREOF



PORTFOLIO                               CLASSES OF EACH PORTFOLIO
------------------------------          -------------------------
                                     
AIM Capital Development Fund            Class A Shares
                                        Class B Shares
                                        Class C Shares
                                        Class R Shares
                                        Institutional Class Shares
                                        Investor Class Shares

AIM Charter Fund                        Class A Shares
                                        Class B Shares
                                        Class C Shares
                                        Class R Shares
                                        Institutional Class Shares

AIM Constellation Fund                  Class A Shares
                                        Class B Shares
                                        Class C Shares
                                        Class R Shares
                                        Institutional Class Shares

AIM Diversified Dividend Fund           Class A Shares
                                        Class B Shares
                                        Class C Shares
                                        Class R Shares
                                        Institutional Class Shares
                                        Investor Class Shares

AIM Large Cap Basic Value Fund          Class A Shares
                                        Class B Shares
                                        Class C Shares
                                        Class R Shares
                                        Institutional Class Shares
                                        Investor Class Shares

AIM Large Cap Growth Fund               Class A Shares
                                        Class B Shares
                                        Class C Shares
                                        Class R Shares
                                        Institutional Class Shares
                                        Investor Class Shares




                                     
AIM Mid Cap Growth Fund                 Class A Shares
                                        Class B Shares
                                        Class C Shares
                                        Class R Shares
                                        Institutional Class Shares

AIM Select Basic Value Fund             Class A Shares
                                        Class B Shares
                                        Class C Shares
                                        Institutional Class Shares"