-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SrfFSfQEVPY3E/jEQoTpXt46Utu80GBzza4ZqpMJMWXvHpwV+zJmZ1ZC7UK72Irn syIXrTrhmHe01aJlTKbS3A== 0000950129-99-004236.txt : 20000211 0000950129-99-004236.hdr.sgml : 20000211 ACCESSION NUMBER: 0000950129-99-004236 CONFORMED SUBMISSION TYPE: 485APOS PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19990930 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AIM EQUITY FUNDS INC CENTRAL INDEX KEY: 0000105377 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 132576643 STATE OF INCORPORATION: MD FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 485APOS SEC ACT: SEC FILE NUMBER: 002-25469 FILM NUMBER: 99720910 FILING VALUES: FORM TYPE: 485APOS SEC ACT: SEC FILE NUMBER: 811-01424 FILM NUMBER: 99720911 BUSINESS ADDRESS: STREET 1: ELEVEN GREENWAY PLZ STREET 2: STE 100 CITY: HOUSTON STATE: TX ZIP: 77046 BUSINESS PHONE: 7136261919 MAIL ADDRESS: STREET 1: AIM EQUITY FUNDS INC STREET 2: 11 GREENWAY PLZ STE 100 CITY: HOUSTON STATE: TX ZIP: 77046 FORMER COMPANY: FORMER CONFORMED NAME: WEINGARTEN EQUITY FUND INC DATE OF NAME CHANGE: 19880929 FORMER COMPANY: FORMER CONFORMED NAME: COMPUFUND INC DATE OF NAME CHANGE: 19880616 485APOS 1 AEF - AIM CONSTELLATION FUND 1 As filed with the Securities and Exchange Commission on September 30, 1999 1933 Act Registration No. 2-25469 ------- 1940 Act Registration No. 811-1424 -------- SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-1A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X --- Pre-Effective Amendment No. ---- --- Post-Effective Amendment No. 61 X ---- --- and/or REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 Amendment No. 61 X ---- --- (Check appropriate box or boxes.) AIM EQUITY FUNDS, INC. ----------------------- (Exact Name of Registrant as Specified in Charter) 11 Greenway Plaza, Suite 100, Houston, TX 77046 ----------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, including Area Code (713) 626-1919 -------------- Charles T. Bauer 11 Greenway Plaza, Suite 100, Houston, TX 77046 ---------------------------------------------------- (Name and Address of Agent for Service) Copy to: Lisa A. Moss, Esquire Martha J. Hays, Esquire A I M Advisors, Inc. Ballard Spahr Andrews & Ingersoll, LLP 11 Greenway Plaza, Suite 100 1735 Market Street, 51st Floor Houston, Texas 77046-1173 Philadelphia, Pennsylvania 19103-7599 Approximate Date of Proposed Public Offering: As soon as practicable after the effective date of this Amendment.
It is proposed that this filing will become effective (check appropriate box) immediately upon filing pursuant to paragraph (b) - ---- on (date), pursuant to paragraph (b) - ---- 60 days after filing pursuant to paragraph (a)(1) - ---- X on December 1, 1999 pursuant to paragraph (a)(1) - ---- 75 days after filing pursuant to paragraph (a)(2) - ---- on (date) pursuant to paragraph (a)(2) of rule 485. - ---- If appropriate, check the following box: this post-effective amendment designates a new effective date for a - ---- previously filed post-effective amendment. Title of Securities Being Registered: Common Stock 2 AIM CONSTELLATION FUND ------------------------------------------------------------------------ AIM CONSTELLATION FUND SEEKS TO PROVIDE GROWTH OF CAPITAL. PROSPECTUS --Registered Trademark-- DECEMBER 1, 1999 This prospectus contains important information about the Class A, B and C shares of the fund. Please read it before investing and keep it for future reference. As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime. [AIM LOGO APPEARS HERE] INVEST WITH DISCIPLINE --Registered Trademark-- 3 ---------------------- AIM CONSTELLATION FUND ---------------------- TABLE OF CONTENTS - -------------------------------------------------------------------------------- INVESTMENT OBJECTIVE AND STRATEGIES 1 - - - - - - - - - - - - - - - - - - - - - - - - - PRINCIPAL RISKS OF INVESTING IN THE FUND 1 - - - - - - - - - - - - - - - - - - - - - - - - - PERFORMANCE INFORMATION 2 - - - - - - - - - - - - - - - - - - - - - - - - - Annual Total Returns 2 Performance Table 2 FEE TABLE AND EXPENSE EXAMPLE 3 - - - - - - - - - - - - - - - - - - - - - - - - - Fee Table 3 Expense Example 3 FUND MANAGEMENT 4 - - - - - - - - - - - - - - - - - - - - - - - - - The Advisors 4 Advisor Compensation 4 Portfolio Managers 4 OTHER INFORMATION 4 - - - - - - - - - - - - - - - - - - - - - - - - - Sales Charges 4 Dividends and Distributions 4 FINANCIAL HIGHLIGHTS 5 - - - - - - - - - - - - - - - - - - - - - - - - - SHAREHOLDER INFORMATION A-1 - - - - - - - - - - - - - - - - - - - - - - - - - Choosing a Share Class A-1 Purchasing Shares A-3 Redeeming Shares A-4 Exchanging Shares A-6 Pricing of Shares A-8 Taxes A-8 OBTAINING ADDITIONAL INFORMATION Back Cover - - - - - - - - - - - - - - - - - - - - - - - - -
The AIM Family of Funds, The AIM Family of Funds and Design (i.e., the AIM logo), AIM and Design, AIM, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design and Invest with Discipline are registered service marks and AIM Bank Connection, AIM Funds, AIM Funds and Design, AIM Investor and AIM Internet Connect are service marks of A I M Management Group Inc. No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations. 4 ---------------------- AIM CONSTELLATION FUND ---------------------- INVESTMENT OBJECTIVE AND STRATEGIES - -------------------------------------------------------------------------------- The fund's investment objective is growth of capital. The fund's investment objective may be changed by the fund's Board of Directors without shareholder approval. The fund seeks to meet this objective by investing principally in common stocks of companies the portfolio managers believe are likely to benefit from new or innovative products, services or processes as well as those that have experienced above-average, long-term growth in earnings and have excellent prospects for future growth. The portfolio managers consider whether to sell a particular security when it no longer meets these criteria. The fund may also invest up to 20% of its total assets in foreign securities. In anticipation of or in response to adverse market conditions, for cash management purposes, or for defensive purposes, the fund may temporarily hold all or a portion of its assets in cash, money market instruments, shares of affiliated money market funds, bonds or other debt securities. As a result, the fund may not achieve its investment objective. PRINCIPAL RISKS OF INVESTING IN THE FUND - -------------------------------------------------------------------------------- There is a risk that you could lose all or a portion of your investment in the fund. The value of your investment in the fund will go up and down with the prices of the securities in which the fund invests. The prices of equity securities change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. This is especially true with respect to equity securities of smaller companies, whose prices may go up and down more than equity securities of larger, more-established companies. Also, since equity securities of smaller companies may not be traded as often as equity securities of larger, more-established companies, it may be difficult or impossible for the fund to sell securities at a desirable price. Foreign securities have additional risks, including exchange rate changes, political and economic upheaval, the relative lack of information about these companies, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards. The value of your shares could be adversely affected if the computer systems used by the fund's investment advisor and the fund's other service providers are unable to distinguish the year 2000 from the year 1900. The fund's investment advisor and independent technology consultants are working to avoid year 2000-related problems in its systems and to obtain assurances that other service providers are taking similar steps. Year 2000 problems may also affect issuers in whose securities the fund invests. An investment in the fund is not a deposit of a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. 1 5 ---------------------- AIM CONSTELLATION FUND ---------------------- PERFORMANCE INFORMATION - -------------------------------------------------------------------------------- The bar chart and table shown below provide an indication of the risks of investing in the fund. The fund's past performance is not necessarily an indication of its future performance. ANNUAL TOTAL RETURNS - -------------------------------------------------------------------------------- The following bar chart shows changes in the performance of the fund's Class A shares from year to year. The bar chart does not reflect sales loads. If it did, the annual total returns shown would be lower. [GRAPH]
Total Year Ended Annual December 31 Return - ----------- ------ 1989 ....................................... 38.03% 1990 ....................................... (4.09)% 1991 ....................................... 70.41% 1992 ....................................... 15.03% 1993 ....................................... 17.29% 1994 ....................................... 1.30% 1995 ....................................... 35.45% 1996 ....................................... 16.27% 1997 ....................................... 12.92% 1998 ....................................... 18.89%
During the periods shown in the bar chart, the highest quarterly return was 27.68% (quarter ended March 31, 1991) and the lowest quarterly return was - -26.24% (quarter ended September 30, 1990). PERFORMANCE TABLE The following performance table compares the fund's performance to that of a broad-based securities market index.
AVERAGE ANNUAL TOTAL RETURNS - ------------------------------------------------------------------------------------------------- (for the periods ended SINCE INCEPTION December 31, 1998) 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE - ------------------------------------------------------------------------------------------------- Class A 12.33% 15.14% 19.94% 18.39% 04/30/76 Class B 12.87 -- -- 6.56 11/03/97 Class C 16.88 -- -- 7.40 08/04/97 Russell Midcap--Registered Trademark-- Index(1) 10.09 17.35 16.69 17.32(2) 12/31/78(2) - -------------------------------------------------------------------------------------------------
(1) The Russell Midcap--Registered Trademark-- Index measures the performance of the lowest 800 companies in the Russell 1000--Registered Trademark-- Index. These companies are considered representative of medium-sized companies. (2) The average annual total return given is since the date closest to the earliest date the index became available. 2 6 ---------------------- AIM CONSTELLATION FUND ---------------------- FEE TABLE AND EXPENSE EXAMPLE - -------------------------------------------------------------------------------- FEE TABLE This table describes the fees and expenses that you may pay if you buy and hold shares of the fund:
SHAREHOLDER FEES - - - - - - - - - - - - - - - - - - - - - - - - - (fees paid directly from your investment) CLASS A CLASS B CLASS C - ------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) 5.50% None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None(1) 5.00% 1.00% - -------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES - - - - - - - - - - - - - - - - - - - - - - - - - (expenses that are deducted from fund assets) CLASS A CLASS B CLASS C - ------------------------------------------------------- Management Fees 0.63% 0.63% 0.63% Distribution and/or Service (12b-1) Fees 0.30 1.00 1.00 Other Expenses 0.19 0.37 0.36 Total Annual Fund Operating Expenses 1.12 2.00 1.99 Fee Waiver(2) (0.02) (0.02) (0.02) Net Expenses 1.10 1.98 1.97 - -------------------------------------------------------
(1) If you buy $1,000,000 or more of Class A shares and redeem these shares within 18 months from the date of purchase, you may pay a 1% contingent deferred sales charge (CDSC) at the time of redemption. (2) The investment advisor has contractually agreed to waive a portion of its fees. As a result of 12b-1 fees, long-term shareholders in the fund may pay more than the maximum permitted initial sales charge. EXPENSE EXAMPLE This example is intended to help you compare the costs of investing in different classes of the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the fund's gross operating expenses remain the same. To the extent fees are waived, the expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS - ---------------------------------------------- Class A $658 $886 $1,133 $1,838 Class B 703 927 1,278 2,100 Class C 302 624 1,073 2,317 - ----------------------------------------------
You would pay the following expenses if you did not redeem your shares:
1 YEAR 3 YEARS 5 YEARS 10 YEARS - ---------------------------------------------- Class A $658 $886 $1,133 $1,838 Class B 203 627 1,078 2,100 Class C 202 624 1,073 2,317 - ----------------------------------------------
3 7 ---------------------- AIM CONSTELLATION FUND ---------------------- FUND MANAGEMENT - -------------------------------------------------------------------------------- THE ADVISORS A I M Advisors, Inc. (the advisor) serves as the fund's investment advisor. A I M Capital Management, Inc. (the subadvisor), a wholly owned subsidiary of the advisor, is the fund's subadvisor and is responsible for its day-to-day management. Both the advisor and the subadvisor are located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisors supervise all aspects of the fund's operations and provide investment advisory services to the fund, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the fund. The advisor has acted as an investment advisor since its organization in 1976, and the subadvisor has acted as an investment advisor since 1986. Today, the advisor, together with its subsidiaries, advises or manages over 125 investment portfolios, including the fund, encompassing a broad range of investment objectives. ADVISOR COMPENSATION During the fiscal year ended October 31, 1998, the advisor received compensation of 0.61% of average daily net assets. PORTFOLIO MANAGERS The advisors use a team approach to investment management. The individual members of the team who are primarily responsible for the day-to-day management of the fund's portfolio, all of whom are officers of the subadvisor, are - - David P. Barnard, Senior Portfolio Manager, who has been responsible for the fund since 1990 and has been associated with the advisor and/or its affiliates since 1982. - - Robert M. Kippes, Senior Portfolio Manager, who has been responsible for the fund since 1993 and has been associated with the advisor and/or its affiliates since 1989. - - Christopher P. Perras, Portfolio Manager, who has been responsible for the fund since 1999 and has been associated with the advisor and/or its affiliates since 1999. From 1997 to 1999, he was an equity analyst at Van Wagoner Capital Management. From 1995 to 1997, he was Associate Portfolio Manager for Van Kampen American Capital Asset Management, Inc. - - Charles D. Scavone, Senior Portfolio Manager, who has been responsible for the fund since 1996 and has been associated with the advisor and/or its affiliates since 1996. From 1994 to 1996, he was Associate Portfolio Manager for Van Kampen American Capital Asset Management, Inc. - - Kenneth A. Zschappel, Senior Portfolio Manager, who has been responsible for the fund since 1996 and has been associated with the advisor and/or its affiliates since 1990. OTHER INFORMATION - -------------------------------------------------------------------------------- SALES CHARGES Purchases of Class A shares of AIM Constellation Fund are subject to the maximum 5.50% initial sales charge as listed under the heading "CATEGORY I Initial Sales Charges" in the "Shareholder Information--Choosing a Share Class" section of this prospectus. Purchases of Class B and Class C shares are subject to the contingent deferred sales charges listed in that section. DIVIDENDS AND DISTRIBUTIONS DIVIDENDS The fund generally declares and pays dividends, if any, annually. CAPITAL GAINS DISTRIBUTIONS The fund generally distributes long-term and short-term capital gains (including any net gains from foreign currency transactions), if any, annually. 4 8 ---------------------- AIM CONSTELLATION FUND ---------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- The financial highlights table is intended to help you understand the fund's financial performance. Certain information reflects financial results for a single fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the fund (assuming reinvestment of all dividends and distributions). This information has been audited by KPMG LLP, whose report, along with the fund's financial statements, is included in the fund's annual report, which is available upon request.
CLASS A ----------------------------------------------------------------- YEAR ENDED OCTOBER 31, 1998 1997 1996 1995 1994 - ------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 29.23 $ 25.48 $ 23.69 $ 18.31 $ 17.04 Income from investment operations: Net investment income (loss) (0.14) (0.11) (0.06) (0.05) (0.02) Net gains (losses) on securities (both realized and unrealized) (0.62) 4.75 2.60 5.95 1.29 Total from investment operations (0.76) 4.64 2.54 5.90 1.27 Distributions from net realized gains (2.10) (0.89) (0.75) (0.52) -- Net asset value, end of period $ 26.37 $ 29.23 $ 25.48 $ 23.69 $ 18.31 Total return(a) (2.30)% 18.86% 11.26% 33.43% 7.45% - ------------------------------------------------------------------------------------------------------------------- Ratios/supplemental data: - ------------------------------------------------------------------------------------------------------------------- Net assets, end of period (000s omitted) $12,391,844 $14,319,441 $11,255,506 $7,000,350 $3,726,029 Ratio of expenses to average net assets(b) 1.10%(c) 1.11% 1.14% 1.16% 1.20% Ratio of net investment income (loss) to average net assets(d) (0.47)%(c) (0.40)% (0.27)% (0.32)% (0.15)% Portfolio turnover 76% 67% 58% 45% 79% - -------------------------------------------------------------------------------------------------------------------
(a) Does not deduct sales charges. (b) After fee waivers and/or expense reimbursements. Ratios of expenses to average net assets prior to fee waivers and/or expense reimbursements were 1.12%, 1.13%, 1.16%, 1,18% and 1.21% for 1998-1994. (c) Ratios are based on average net assets of $13,894,845,349. (d) After fee waivers and/or expense reimbursements. Ratios of net investment income (loss) to average net assets prior to fee waivers and/or expense reimbursement were (0.50)%, (0.42)%, (0.29)%, (0.34)% and (0.16)% for 1998-1994.
CLASS B CLASS C -------------------------- ------------------------------------------- NOVEMBER 3, 1997 AUGUST 4 THROUGH YEAR ENDED THROUGH OCTOBER 31, 1998 OCTOBER 31, 1998 OCTOBER 31, 1997 - --------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 30.04 $ 29.18 $ 30.32 Income from investment operations: Net investment income (loss) (0.37)(a) (0.37)(a) (0.04) Net gains (losses) on securities (both realized and unrealized) (1.46) (0.61) (1.10) Total from investment operations (1.83) (0.98) (1.14) Distributions from net realized gains (2.10) (2.10) -- Net asset value, end of period $ 26.11 $ 26.10 $ 29.18 Total return(b) (5.86)% (3.12)% (3.76)% - --------------------------------------------------------------------------------------------------------------------- Ratios/supplemental data: - --------------------------------------------------------------------------------------------------------------------- Net assets, end of period (000s omitted) $275,676 $76,522 $21,508 Ratio of expenses to average net assets(c) 1.98%(d)(e) 1.97%(d) 1.84%(e) Ratio of net investment income (loss) to average net assets(f) (1.36)%(d)(e) (1.35)%(d) (1.12)%(e) Portfolio turnover rate 76% 76% 67% - ---------------------------------------------------------------------------------------------------------------------
(a) Calculated using average shares outstanding. (b) Does not deduct contingent deferred sales charges and is not annualized for periods less than one year. (c) After fee waivers and/or expense reimbursements. Ratios of expenses to average net assets prior to fee waivers and/or expense reimbursements were 2.00% (annualized) for 1998 for Class B and 1.99% and 1.86% (annualized) for 1998 and 1997 for Class C. (d) Ratios are based on average net assets of $158,509,468 and $50,654,588 for Class B and Class C, respectively. (e) Annualized. (f) After fee waivers and/or expense reimbursements. Ratios of net investment income (loss) to average net assets prior to fee waivers and/or expense reimbursements were (1.38)% (annualized) for 1998 for Class B and (1.37)% and (1.15)% (annualized) for 1998-1997 for Class C. 5 9 ------------- THE AIM FUNDS ------------- SHAREHOLDER INFORMATION - -------------------------------------------------------------------------------- In addition to the fund, A I M Advisors, Inc. serves as investment advisor to many other mutual funds (the AIM Funds). The following information is about all the AIM Funds. CHOOSING A SHARE CLASS Many of the AIM Funds have multiple classes of shares, each class representing an interest in the same portfolio of investments. When choosing a share class, you should consider the factors below:
CLASS A CLASS B CLASS C - --------------------------------------------------------------------------------------------------------- - - Initial sales charge - No initial sales charge - No initial sales charge - - Reduced or waived initial sales - Contingent deferred sales - Contingent deferred sales charge for certain purchases charge on redemptions within six charge on redemptions within years one year - - Lower distribution and service - 12b-1 fee of 1.00% - 12b-1 fee of 1.00% (12b-1) fee than Class B or Class C shares (See "Fee Table and Expense Example") - Converts to Class A shares - Does not convert to Class A after eight years along with a shares pro rata portion of its reinvested dividends and distributions(1) - - Generally more appropriate for - Purchase orders limited to - Generally more appropriate long-term investors amounts less than $250,000 for short-term investors
(1) AIM Money Market Fund: Class B shares convert to AIM Cash Reserve Shares. AIM Global Trends Fund: If you held Class B shares on May 29, 1998 and continue to hold them, those shares will convert to Class A shares of that fund seven years after your date of purchase. If you exchange those shares for Class B shares of another AIM Fund, the shares into which you exchanged will not convert to Class A shares until eight years after your date of purchase of the original shares. - -------------------------------------------------------------------------------- DISTRIBUTION AND SERVICE (12b-1) FEES Each AIM Fund (except AIM Tax-Free Intermediate Fund) has adopted 12b-1 plans that allow the AIM Fund to pay distribution fees to A I M Distributors, Inc. (the distributor) for the sale and distribution of its shares and fees for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the AIM Fund pays these fees out of its assets on an ongoing basis, over time these fees will increase the cost of your investment and may cost you more than paying other types of sales charges. SALES CHARGES Generally, you will not pay a sales charge on purchases or redemptions of Class A shares of AIM Tax-Exempt Cash Fund and AIM Cash Reserve Shares of AIM Money Market Fund. You may be charged a contingent deferred sales charge if you redeem AIM Cash Reserve Shares of AIM Money Market Fund acquired through certain exchanges. Sales charges on all other AIM Funds and classes of those Funds are detailed below. As used below, the term "offering price" with respect to all categories of Class A shares includes the initial sales charge. INITIAL SALES CHARGES The AIM Funds are grouped into three categories with respect to initial sales charges. The "Other Information" section of your prospectus will tell you in what category your particular AIM Fund is classified.
CATEGORY I INITIAL SALES CHARGES - ---------------------------------------------------------- INVESTOR'S SALES CHARGE -------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT - ---------------------------------------------------------- Less than $ 25,000 5.50% 5.82% $ 25,000 but less than $ 50,000 5.25 5.54 $ 50,000 but less than $ 100,000 4.75 4.99 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 3.00 3.09 $500,000 but less than $1,000,000 2.00 2.04 - ----------------------------------------------------------
A-1 MCF--09/99 10 ------------- THE AIM FUNDS -------------
CATEGORY II INITIAL SALES CHARGES - ---------------------------------------------------------- INVESTOR'S SALES CHARGE -------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT - ---------------------------------------------------------- Less than $ 50,000 4.75% 4.99% $ 50,000 but less than $ 100,000 4.00 4.17 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 2.50 2.56 $500,000 but less than $1,000,000 2.00 2.04 - ----------------------------------------------------------
CATEGORY III INITIAL SALES CHARGES - ---------------------------------------------------------- INVESTOR'S SALES CHARGE -------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT - ---------------------------------------------------------- Less than $ 100,000 1.00% 1.01% $100,000 but less than $ 250,000 0.75 0.76 $250,000 but less than $1,000,000 0.50 0.50 - ----------------------------------------------------------
CONTINGENT DEFERRED SALES CHARGES FOR CLASS A SHARES You can purchase $1,000,000 or more of Class A shares at net asset value. However, if you purchase shares of that amount in Categories I or II, they will be subject to a contingent deferred sales charge (CDSC) of 1% if you redeem them prior to 18 months after the date of purchase. The distributor may pay a dealer concession and/or a service fee for purchases of $1,000,000 or more. CONTINGENT DEFERRED SALES CHARGES FOR CLASS B AND CLASS C SHARES You can purchase Class B and Class C shares at their net asset value per share. However, when you redeem them, they are subject to a CDSC in the following percentages:
YEAR SINCE PURCHASE MADE CLASS B CLASS C - ---------------------------------------------------------- First 5% 1% Second 4 None Third 3 None Fourth 3 None Fifth 2 None Sixth 1 None Seventh and following None None - ----------------------------------------------------------
COMPUTING A CDSC The CDSC on redemptions of shares is computed based on the lower of their original purchase price or current market value, net of reinvested dividends and capital gains distributions. In determining whether to charge a CDSC, we will assume that you have redeemed shares on which there is no CDSC first and, then, shares in the order of purchase. REDUCED SALES CHARGES AND SALES CHARGE EXCEPTIONS You may qualify for reduced sales charges or sales charge exceptions. To qualify for these reductions or exceptions, you or your financial consultant must provide sufficient information at the time of purchase to verify that your purchase qualifies for such treatment. REDUCED SALES CHARGES You may be eligible to buy Class A shares at reduced initial sales charge rates under Rights of Accumulation or Letters of Intent under certain circumstances. Rights of Accumulation You may combine your new purchases of Class A shares with Class A shares currently owned for the purpose of qualifying for the lower initial sales charge rates that apply to larger purchases. The applicable initial sales charge for the new purchase is based on the total of your current purchase and the current value of all Class A shares you own. Letters of Intent Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount of Class A shares of AIM Funds during a 13-month period. The amount you agree to purchase determines the initial sales charge you pay. If the full face amount of the LOI is not invested by the end of the 13-month period, your account will be adjusted to the higher initial sales charge level for the amount actually invested. INITIAL SALES CHARGE EXCEPTIONS You will not pay initial sales charges - - on shares purchased by reinvesting dividends and distributions; - - when exchanging shares among certain AIM Funds; - - when using the reinstatement privilege; and - - when a merger, consolidation, or acquisition of assets of an AIM Fund occurs. CONTINGENT DEFERRED SALES CHARGE (CDSC) EXCEPTIONS You will not pay a CDSC - - if you redeem Class B shares you held for more than six years; - - if you redeem Class C shares you held for more than one year; - - if you redeem shares acquired through reinvestment of dividends and distributions; and - - on increases in the net asset value of your shares. There may be other situations when you may be able to purchase or redeem shares at reduced or without sales charges. Consult the fund's Statement of Additional Information for details. MCF--09/99 A-2 11 ------------- THE AIM FUNDS ------------- PURCHASING SHARES MINIMUM INVESTMENTS PER AIM FUND ACCOUNT The minimum investments for AIM Fund accounts (except for investments in AIM Mid Cap Opportunities Fund and AIM Small Cap Opportunities Fund) are as follows:
INITIAL ADDITIONAL TYPE OF ACCOUNT INVESTMENTS INVESTMENTS - ---------------------------------------------------------------------------------------------------------------- Savings Plans (money-purchase/profit sharing $ 0 ($25 per AIM Fund investment for $25 plans, 401(k) plans, Simplified Employee Pension salary deferrals from Savings Plans) (SEP) accounts, Salary Reduction (SARSEP) accounts, Savings Incentive Match Plans for Employee IRA (Simple IRA) accounts, 403(b) or 457 plans) Automatic Investment Plans 50 50 IRA, Education IRA or Roth IRA 250 50 All other accounts 500 50 - ----------------------------------------------------------------------------------------------------------------
HOW TO PURCHASE SHARES You may purchase shares using one of the options below. PURCHASE OPTIONS - --------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------- OPENING AN ACCOUNT ADDING TO AN ACCOUNT - ---------------------------------------------------------------------------------------------------------- Through a Financial Consultant Contact your financial consultant. Same By Mail Mail completed Account Application Mail your check and the remittance and purchase payment to the slip from your confirmation transfer agent, statement to the transfer agent. A I M Fund Services, Inc., P.O. Box 4739, Houston, TX 77210-4739. By Wire Mail completed Account Application Call the transfer agent to receive to the transfer agent. Call the a reference number. Then, use the transfer agent at (800) 959-4246 to wire instructions at left. receive a reference number. Then, use the following wire instructions: Beneficiary Bank ABA/Routing #: 113000609 Beneficiary Account Number: 00100366807 Beneficiary Account Name: A I M Fund Services, Inc. RFB: Fund Name, Reference # OBI: Your Name, Account # By AIM Bank Connection(SM) Open your account using one of the Mail completed AIM Bank methods described above. Connection(SM) form to the transfer agent. Once the transfer agent has received the form, call the transfer agent to place your purchase order. By AIM Internet Connect(SM) Open your account using one of the Mail completed AIM Internet Connect methods described above. Authorization Form to the transfer agent. Once your form has been processed (which may take up to 10 days), you may place your purchase order at www.aimfunds.com. The maximum purchase amount per transaction is $100,000. You may not purchase shares in AIM prototype retirement accounts on the internet. - ----------------------------------------------------------------------------------------------------------
A-3 MCF--09/99 12 ------------- THE AIM FUNDS ------------- SPECIAL PLANS AUTOMATIC INVESTMENT PLAN You can arrange for periodic investments in any of the AIM Funds by authorizing the AIM Fund to withdraw the amount of your investment from your bank account on a day or dates you specify and in an amount of at least $50. You may stop the Automatic Investment Plan at any time by giving the transfer agent notice ten days prior to your next scheduled withdrawal. DOLLAR COST AVERAGING Dollar Cost Averaging allows you to make automatic monthly or quarterly exchanges, if permitted, from one AIM Fund account to one or more other AIM Fund accounts with the identical registration. The account from which exchanges are to be made must have a minimum balance of $5,000 before you can use this option. Exchanges will occur on (or about) the 10th or 25th day of the month, whichever you specify, in the amount you specify. The minimum amount you can exchange to another AIM Fund is $50. AUTOMATIC DIVIDEND INVESTMENT All of your dividends and distributions may be paid in cash or invested in any AIM Fund at net asset value. Unless you specify otherwise, your dividends and distributions will automatically be reinvested in the same AIM Fund. You may invest your dividends and distributions (1) into another AIM Fund in the same class of shares; or (2) from Class A shares into AIM Cash Reserve Shares of AIM Money Market Fund, or vice versa. You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another AIM Fund: (1) Your account balance (a) in the AIM Fund paying the dividend must be at least $5,000; or (b) in the AIM Fund receiving the dividend must be at least $500; (2) Both accounts must have identical registration information; and (3) You must have completed an authorization form to reinvest dividends into another AIM Fund. PORTFOLIO REBALANCING PROGRAM If you have at least $5,000 in your account, you may participate in the Portfolio Rebalancing Program. Under this Program, you can designate how the total value of your AIM Fund holdings should be rebalanced, on a percentage basis, between two and ten of your AIM Funds on a quarterly, semiannual or annual basis. Your portfolio will be rebalanced through the exchange of shares in one or more of your AIM Funds for shares of the same class of one or more other AIM Funds in your portfolio. If you wish to participate in the Program, make changes or cancel the Program, the transfer agent must receive your request to participate, changes, or cancellation in good order at least five business days prior to the next rebalancing date, which is normally the 28th day of the last month of the period you choose. You may realize taxable gains from these exchanges. We may modify, suspend or terminate the Program at any time on 60 days' prior written notice. RETIREMENT PLANS Shares of most of the AIM Funds can be purchased through tax-sheltered retirement plans made available to corporations, individuals and employees of non-profit organizations and public schools. A plan document must be adopted to establish a retirement plan. You may use AIM Funds-sponsored retirement plans, which include IRAs, Education IRAs, Roth IRAs, 403(b) plans, 401(k) plans, SIMPLE IRA plans, SEP/SARSEP plans and Money Purchase/Profit Sharing plans, or another sponsor's retirement plan. The plan custodian of the AIM Funds-sponsored retirement plan assesses an annual maintenance fee of $10. Contact your financial consultant for details. REDEEMING SHARES REDEMPTION FEES Generally, we will not charge you any fees to redeem your shares. However, if you acquired Class A shares of AIM Developing Markets Fund in connection with the reorganization of AIM Eastern Europe Fund, you will be charged a redemption fee of 2% of the net asset value of those shares, which will be paid to AIM Developing Markets Fund, if you redeem your shares within the first year after the reorganization. Your broker or financial consultant may charge service fees for handling redemption transactions. Your shares also may be subject to a contingent deferred sales charge (CDSC). REDEMPTION OF AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND ACQUIRED BY EXCHANGE If you redeem AIM Cash Reserve Shares acquired by exchange from Class A shares subject to a CDSC within 18 months of the purchase of the Class A shares, you will be charged a CDSC. REDEMPTION OF CLASS B SHARES OR CLASS C SHARES ACQUIRED BY EXCHANGE FROM AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND We will begin the holding period for purposes of calculating the CDSC on Class B shares or Class C shares acquired by exchange from AIM Cash Reserve Shares of AIM Money Market Fund at the time of the exchange into Class B shares or Class C shares. REDEMPTION OF CLASS B SHARES ACQUIRED BY EXCHANGE FROM AIM FLOATING RATE FUND If you redeem Class B shares you acquired by exchange via a tender offer by AIM Floating Rate Fund, the early withdrawal charge applicable to shares of AIM Floating Rate Fund will be applied instead of the CDSC normally applicable to Class B shares. MCF--09/99 A-4 13 ------------- THE AIM FUNDS ------------- HOW TO REDEEM SHARES - -------------------------------------------------------------------------------- Through a Financial Contact your financial consultant. Consultant By Mail Send a written request to the transfer agent. Requests must include (1) original signatures of all registered owners; (2) the name of the AIM Fund and your account number; (3) if the transfer agent does not hold your shares, endorsed share certificates or share certificates accompanied by an executed stock power; and (4) signature guarantees, if necessary (see below). The transfer agent may require that you provide additional information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA account, you must include a statement of whether or not you are at least 59 1/2 years old and whether you wish to have federal income tax withheld from your proceeds. The transfer agent may require certain other information before you can redeem from an employer-sponsored retirement plan. Contact your employer for details. By Telephone Call the transfer agent. You will be allowed to redeem by telephone if (1) the proceeds are to be mailed to the address on record (if there has been no change communicated to us within the last 30 days) or transferred electronically to a pre-authorized checking account; (2) you do not hold physical share certificates; (3) you can provide proper identification information; (4) the proceeds of the redemption do not exceed $50,000; and (5) you have not previously declined the telephone redemption privilege. Certain accounts, including retirement accounts and 403(b) plans, may not be redeemed by telephone. The transfer agent must receive your call during the hours the New York Stock Exchange (NYSE) is open for business in order to effect the redemption at that day's closing price. By AIM Internet Connect Place your redemption request at www.aimfunds.com. You will be allowed to redeem by internet if (1) you do not hold physical share certificates; (2) you can provide proper identification information; (3) the proceeds of the redemption do not exceed $50,000; and (4) you have established the internet trading option. AIM prototype retirement accounts may not be redeemed on the internet. The transfer agent must confirm your transaction during the hours the NYSE is open for business in order to effect the redemption at that day's closing price.
- -------------------------------------------------------------------------------- TIMING AND METHOD OF PAYMENT We normally will send out checks within one business day, and in any event no more than seven days, after we accept your request to redeem. If you redeem shares recently purchased by check, you will be required to wait up to ten business days before we will send your redemption proceeds. This delay is necessary to ensure that the purchase check has cleared. REDEMPTION BY MAIL If you mail us a request in good order to redeem your shares, we will mail you a check in the amount of the redemption proceeds to the address on record with us. If your request is not in good order, you may have to provide us with additional documentation in order to redeem your shares. REDEMPTION BY TELEPHONE If you redeem by telephone, we will mail you a check in the amount of the redemption proceeds to your address of record (if there has been no change communicated to the transfer agent within the previous 30 days) or transmit them electronically to your pre-authorized bank account. We use reasonable procedures to confirm that instructions communicated by telephone are genuine and are not liable for telephone instructions that are reasonably believed to be genuine. REDEMPTION BY INTERNET If you redeem by internet, we will transmit your redemption proceeds electronically to your pre-authorized bank account. We use reasonable procedures to confirm that instructions communicated by internet are genuine and are not liable for internet instructions that are reasonably believed to be genuine. PAYMENT FOR SYSTEMATIC WITHDRAWALS You may arrange for regular monthly or quarterly withdrawals from your account of at least $50. You also may make annual withdrawals if you own Class A shares. We will redeem enough shares from your account to cover the amount withdrawn. You must have an account balance of at least $5,000 to establish a Systematic Withdrawal Plan. You can stop this plan at any time by giving ten days prior notice to the transfer agent. EXPEDITED REDEMPTIONS (AIM Cash Reserve Shares of AIM Money Market Fund only) If we receive your redemption order before 11:30 a.m. Eastern Time, we will try to transmit payment of redemption proceeds on that same day. If we receive your redemption order after 11:30 a.m. Eastern Time and before the close of trading on the NYSE, we generally will transmit payment on the next business day. A-5 MCF--09/99 14 ------------- THE AIM FUNDS ------------- REDEMPTIONS BY CHECK (Class A shares of AIM Tax-Exempt Cash Fund and AIM Cash Reserve Shares of AIM Money Market Fund only) You may redeem shares of these AIM Funds by writing checks in amounts of $250 or more if you have completed an authorization form. Redemption by check is not available for retirement accounts. SIGNATURE GUARANTEES We require a signature guarantee when you redeem by mail and (1) the amount is greater than $50,000; (2) you request that payment be made to someone other than the name registered on the account; (3) you request that payment be sent somewhere other than the bank of record on the account; or (4) you request that payment be sent to a new address or an address that changed in the last 30 days. The transfer agent will accept a guarantee of your signature by a number of financial institutions. Call the transfer agent for additional information. Some institutions have transaction amount maximums for these guarantees. Please check with the guarantor institution. REINSTATEMENT PRIVILEGE (Class A shares only) You may, within 90 days after you sell Class A shares (except Class A shares of AIM Tax-Exempt Cash Fund), reinvest all or part of your redemption proceeds in Class A shares of any AIM Fund at net asset value in an identically registered account. If you sold Class A shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund, you will incur an initial sales charge reflecting the difference between the initial sales charges on those Funds and the ones in which you will be investing. In addition, if you paid a contingent deferred sales charge (CDSC) on any reinstated amount, you will not be subject to a CDSC if you later redeem that amount. You must notify the transfer agent in writing at the time you reinstate that you are exercising your reinstatement privilege. You may exercise this privilege only once per year. REDEMPTIONS BY THE AIM FUNDS If your account has been open at least one year, you have not made an additional purchase in the account during the past six calendar months, and the value of your account falls below $500 for three consecutive months due to redemptions or exchanges (excluding retirement accounts), the AIM Funds have the right to redeem the account after giving you 60 days' prior written notice. You may avoid having your account redeemed during the notice period by bringing the account value up to $500 or by utilizing the Automatic Investment Plan. If an AIM Fund determines that you have provided incorrect information in opening an account or in the course of conducting subsequent transactions, the AIM Fund may, at its discretion, redeem the account and distribute the proceeds to you. EXCHANGING SHARES You may, under certain circumstances, exchange shares in one AIM Fund for those of another AIM Fund. Before requesting an exchange, review the prospectus of the AIM Fund you wish to acquire. Exchange privileges also apply to holders of the Connecticut General Guaranteed Account, established for tax-qualified group annuities, for contracts purchased on or before June 30, 1992. PERMITTED EXCHANGES Except as otherwise stated below, you may exchange your shares for shares of the same class of another AIM Fund. You may exchange AIM Cash Reserve Shares of AIM Money Market Fund for Class A shares of another AIM Fund, or vice versa. You also may exchange AIM Cash Reserve Shares of AIM Money Market Fund for Class B shares or Class C shares of another AIM Fund, but only if the AIM Cash Reserve Shares were purchased directly and not acquired by exchange. You may be required to pay an initial sales charge when exchanging from a Fund with a lower initial sales charge than the one into which you are exchanging. If you exchange from Class A shares not subject to a CDSC into Class A shares subject to those charges, you will be charged a CDSC when you redeem the exchanged shares. The CDSC charged on redemption of those shares will be calculated starting on the date you acquired those shares through exchange. You also may exchange AIM Cash Reserve Shares of AIM Money Market Fund for Advisor Class shares, but only if you acquired the AIM Cash Reserve Shares through an exchange from Advisor Class shares. YOU WILL NOT PAY A SALES CHARGE WHEN EXCHANGING: (1) Class A shares with an initial sales charge (except for Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) for Class A shares of another AIM Fund or AIM Cash Reserve Shares of AIM Money Market Fund; (2) Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund for (a) one another; (b) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund; or (c) Class A shares of another AIM Fund, but only if (i) you acquired the original shares before May 1, 1994; or (ii) you acquired the original shares on or after May 1, 1994 by way of an exchange from shares with higher sales charges; (3) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for (a) one another; (b) Class A shares of an AIM Fund subject to an initial sales charge (except for Class A shares of AIM Limited MCF--09/99 A-6 15 ------------- THE AIM FUNDS ------------- Maturity Treasury Fund and AIM Tax-Free Intermediate Fund), but only if you acquired the original shares (i) prior to May 1, 1994 by exchange from Class A shares subject to an initial sales charge; (ii) on or after May 1, 1994 by exchange from Class A shares subject to an initial sales charge (except for Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund); or (c) Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, but only if you acquired the original shares by exchange from Class A shares subject to an initial sales charge; or (4) Class B shares for other Class B shares, and Class C shares for other Class C shares. (5) AIM Cash Reserve Shares of AIM Money Market Fund for Class B shares and Class C shares. EXCHANGES NOT PERMITTED You may not exchange Class A shares subject to contingent deferred sales charges for Class A shares of AIM Limited Maturity Treasury Fund, AIM Tax-Free Intermediate Fund or AIM Tax-Exempt Cash Fund. EXCHANGE CONDITIONS The following conditions apply to all exchanges: - - You must meet the minimum purchase requirements for the AIM Fund into which you are exchanging; - - Shares of the AIM Fund you wish to acquire must be available for sale in your state of residence; - - Exchanges must be made between accounts with identical registration information; - - The account you wish to exchange from must have a certified tax identification number (or the Fund has received an appropriate Form W-8 or W-9); - - Shares must have been held for at least one day prior to the exchange; - - If you have physical share certificates, you must return them to the transfer agent prior to the exchange; and - - You are limited to a maximum of 10 exchanges per calendar year, because excessive short-term trading or market-timing activity can hurt fund performance. If you exceed that limit, or if an AIM Fund or the distributor determines, in its sole discretion, that your short-term trading is excessive or that you are engaging in market-timing activity, it may reject any additional exchange orders. An exchange is the movement out of (redemption) one AIM Fund and into (purchase) another AIM Fund. TERMS OF EXCHANGE Under unusual market conditions, an AIM Fund may delay the purchase of shares being acquired in an exchange for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. There is no fee for exchanges. The exchange privilege is not an option or right to purchase shares. Any of the participating AIM Funds or the distributor may modify or discontinue this privilege at any time. BY MAIL If you wish to make an exchange by mail, you must include original signatures of each registered owner exactly as the shares are registered, the account registration and account number, the dollar amount or number of shares to be exchanged and the names of the AIM Funds from which and into which the exchange is to be made. BY TELEPHONE Conditions that apply to exchanges by telephone are the same as redemptions by telephone, including that the transfer agent must receive exchange requests during the hours the NYSE is open for business; however, you still will be allowed to exchange by telephone even if you have changed your address of record within the preceding 30 days. BY INTERNET You will be allowed to exchange by internet if (1) you do not hold physical share certificates; (2) you can provide proper identification information; and (3) you have established the internet trading option. EXCHANGING CLASS B AND CLASS C SHARES If you make an exchange involving Class B or Class C shares, the amount of time you held the original shares will be added to the holding period of the Class B or Class C shares, respectively, into which you exchanged for the purpose of calculating contingent deferred sales charges (CDSC) if you later redeem the exchanged shares. If you redeem Class B shares acquired by exchange via a tender offer by AIM Floating Rate Fund, you will be credited with the time period you held the shares of AIM Floating Rate Fund for the purpose of computing the early withdrawal charge applicable to those shares. EACH AIM FUND AND ITS AGENTS RESERVE THE RIGHT AT ANY TIME TO: - REJECT OR CANCEL ANY PART OF ANY PURCHASE OR EXCHANGE ORDER; - MODIFY ANY TERMS OR CONDITIONS OF PURCHASE OF SHARES OF ANY AIM FUND; - REJECT OR CANCEL ANY REQUEST TO ESTABLISH THE AUTOMATIC INVESTMENT PLAN AND SYSTEMATIC WITHDRAWAL PLAN OPTIONS ON THE SAME ACCOUNT; OR - WITHDRAW ALL OR ANY PART OF THE OFFERING MADE BY THIS PROSPECTUS. A-7 MCF--09/99 16 ------------- THE AIM FUNDS ------------- PRICING OF SHARES DETERMINATION OF NET ASSET VALUE The price of each AIM Fund's shares is the fund's net asset value per share. The AIM Funds value portfolio securities for which market quotations are readily available at market value. The AIM Funds value short-term investments maturing within 60 days at amortized cost, which approximates market value. AIM Money Market Fund and AIM Tax-Exempt Cash Fund value all of their securities at amortized cost. AIM High Income Municipal Fund, AIM Municipal Bond Fund, AIM Tax-Exempt Bond Fund of Connecticut and AIM Tax-Free Intermediate Fund value variable rate securities that have an unconditional demand or put feature exercisable within seven days or less at par, which reflects the market value of such securities. The AIM Funds value all other securities and assets at their fair value. Securities and other assets quoted in foreign currencies are valued in U.S. dollars based on the prevailing exchange rates on that day. In addition, if, between the time trading ends on a particular security and the close of the NYSE, events occur that materially affect the value of the security, the AIM Funds may value the security at its fair value as determined in good faith by or under the supervision of the Board of Directors or Trustees of the AIM Fund. The effect of using fair value pricing is that an AIM Fund's net asset value will be subject to the judgment of the Board of Directors or Trustees or its designee instead of being determined by the market. Because some of the AIM Funds may invest in securities that are primarily listed on foreign exchanges, the value of those funds' shares may change on days when you will not be able to purchase or redeem shares. Each AIM Fund determines the net asset value of its shares as of the close of the NYSE on each day the NYSE is open for business. AIM Money Market Fund also determines its net asset value as of 12:00 noon Eastern Time on each day the NYSE is open for business. TIMING OF ORDERS You can purchase, exchange or redeem shares during the hours the NYSE is open for business. The AIM Funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good form. An AIM Fund may postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such as when the NYSE restricts or suspends trading. TAXES In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are taxable to you at different rates depending on the length of time the fund holds its assets. Different tax rates apply to ordinary income and long-term capital gain distributions, regardless of how long you have held your shares. Every year, you will be sent information showing the amount of dividends and distributions you received from each AIM Fund during the prior year. Any long-term or short-term capital gains realized from redemptions of AIM Fund shares will be subject to federal income tax. Exchanges of shares for shares of another AIM Fund are treated as a sale, and any gain realized on the transaction will generally be subject to federal income tax. INVESTORS IN TAX-EXEMPT FUNDS SHOULD READ THE INFORMATION UNDER THE HEADING "OTHER INFORMATION -- SPECIAL TAX INFORMATION REGARDING THE FUND" IN THIS PROSPECTUS. The foreign, state and local tax consequences of investing in AIM Fund shares may differ materially from the federal income tax consequences described above. You should consult your tax advisor before investing. MCF--09/99 A-8 17 ---------------------- AIM CONSTELLATION FUND ---------------------- OBTAINING ADDITIONAL INFORMATION - -------------------------------------------------------------------------------- More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of this prospectus). Annual and semiannual reports to shareholders contain additional information about the fund's investments. The fund's annual report also discusses the market conditions and investment strategies that significantly affected the fund's performance during its last fiscal year. If you have questions about this fund, another fund in The AIM Family of Funds--Registered Trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us - --------------------------------------------------------- BY MAIL: A I M Fund Services, Inc. P.O. Box 4739 Houston, TX 77210-4739 BY TELEPHONE: (800) 347-4246 BY E-MAIL: general@aimfunds.com ON THE INTERNET: http://www.aimfunds.com (prospectuses and annual and semiannual reports only)
- --------------------------------------------------------- You also can review and obtain copies of the fund's SAI, reports and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplication fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room. - ----------------------------------- AIM Constellation Fund SEC 1940 Act file number: 811-1424 - ----------------------------------- [AIM LOGO APPEARS HERE] www.aimfunds.com CST-PRO-1 INVEST WITH DISCIPLINE --Registered Trademark-- 18 AIM CHARTER FUND AIM CONSTELLATION FUND AIM WEINGARTEN FUND ------------------------------------------------------------------- INSTITUTIONAL CLASSES PROSPECTUS DECEMBER 1, 1999 AIM Charter Fund seeks to provide growth of capital with a secondary objective of current income. AIM Constellation Fund seeks to provide growth of capital. AIM Weingarten Fund seeks to provide growth of capital primarily by investing in common stocks of seasoned and better-capitalized companies. This prospectus contains important information about the funds. Please read it before investing and keep it for future reference. As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime. [AIM LOGO APPEARS HERE] INVEST WITH DISCIPLINE --Registered Trademark-- 19 ---------------------------------------------- AIM CHARTER - CONSTELLATION - WEINGARTEN FUNDS ---------------------------------------------- TABLE OF CONTENTS - -------------------------------------------------------------------------------- INVESTMENT OBJECTIVES AND STRATEGIES 1 - - - - - - - - - - - - - - - - - - - - - - - - - AIM Charter Fund 1 AIM Constellation Fund 1 AIM Weingarten Fund 1 - - - - - - - - - - - - - - - - - - - - - - - - - PRINCIPAL RISKS OF INVESTING IN THE FUNDS 1 - - - - - - - - - - - - - - - - - - - - - - - - - PERFORMANCE INFORMATION 2 - - - - - - - - - - - - - - - - - - - - - - - - - Annual Total Returns 2 Performance Table 3 FEE TABLE AND EXPENSE EXAMPLE 4 - - - - - - - - - - - - - - - - - - - - - - - - - Fee Table 4 Expense Example 4 FUND MANAGEMENT 5 - - - - - - - - - - - - - - - - - - - - - - - - - The Advisors 5 Advisor Compensation 5 Portfolio Managers 5 OTHER INFORMATION 6 - - - - - - - - - - - - - - - - - - - - - - - - - Dividends and Distributions 6 Suitability for Investors 6 FINANCIAL HIGHLIGHTS 7 - - - - - - - - - - - - - - - - - - - - - - - - - SHAREHOLDER INFORMATION 9 - - - - - - - - - - - - - - - - - - - - - - - - - Purchasing Shares 9 Redeeming Shares 9 Pricing of Shares 10 Taxes 10 OBTAINING ADDITIONAL INFORMATION Back Cover - - - - - - - - - - - - - - - - - - - - - - - - -
The AIM Family of Funds, The AIM Family of Funds and Design (i.e., the AIM logo), AIM and Design, AIM, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design and Invest with Discipline are registered service marks and AIM Bank Connection, AIM Funds, AIM Funds and Design, AIM Investor and AIM Internet Connect are service marks of A I M Management Group Inc. No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations. 20 ---------------------------------------------- AIM CHARTER - CONSTELLATION - WEINGARTEN FUNDS ---------------------------------------------- INVESTMENT OBJECTIVES AND STRATEGIES - -------------------------------------------------------------------------------- AIM CHARTER FUND (CHARTER) The fund's primary investment objective is growth of capital with a secondary objective of current income. The fund's investment objectives may be changed by the fund's Board of Directors without shareholder approval. The fund seeks to meet these objectives by investing at least 65% of its net assets in income-producing securities, including dividend-paying common stocks and convertible securities. The fund's portfolio managers purchase securities of established companies that have long-term above-average growth in earnings and dividends, and growth companies that they believe have the potential for above-average growth in earnings and dividends. The fund's portfolio managers consider whether to sell a particular security when they believe the security no longer has that potential or the capacity to generate income. The fund may engage in active and frequent trading of portfolio securities to achieve its investment objectives. If the fund does trade in this way, it may incur increased transaction costs and brokerage commissions, both of which can lower the actual return on your investment. Active trading may also increase short-term capital gains and losses, which may affect the taxes you have to pay. AIM CONSTELLATION FUND (CONSTELLATION) The fund's investment objective is growth of capital. The fund's investment objective may be changed by the fund's Board of Directors without shareholder approval. The fund seeks to meet this objective by investing principally in common stocks of companies the portfolio managers believe are likely to benefit from new or innovative products, services or processes as well as those that have experienced above-average, long-term growth in earnings and have excellent prospects for future growth. The portfolio managers consider whether to sell a particular security when it no longer meets these criteria. AIM WEINGARTEN FUND (WEINGARTEN) The fund's investment objective is to seek growth of capital primarily by investing in common stocks of seasoned and better-capitalized companies. The investment objective may be changed by the fund's Board of Directors without shareholder approval. The fund's portfolio managers focus on companies that have experienced above-average growth in earnings and have excellent prospects for future growth. The fund's portfolio managers consider whether to sell a particular security when any of those factors materially changes. ALL FUNDS Each fund may also invest up to 20% of its total assets in foreign securities. In anticipation of or in response to adverse market conditions, for cash management purposes, or for defensive purposes, each of the funds may temporarily hold all or a portion of its assets in cash, money market instruments, shares of affiliated money market funds, bonds or other debt securities. As a result, a fund may not achieve its investment objective. PRINCIPAL RISKS OF INVESTING IN THE FUNDS - -------------------------------------------------------------------------------- There is a risk that you could lose all or a portion of your investment in the funds and that the income you may receive from your investment in Charter may vary. The value of your investment in a fund will go up and down with the prices of the securities in which the fund invests. The prices of equity securities change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. This is especially true with respect to equity securities of smaller companies, whose prices may go up and down more than equity securities of larger, more-established companies. Also, since equity securities of smaller companies may not be traded as often as equity securities of larger, more-established companies, it may be difficult or impossible for a fund to sell securities at a desirable price. The values of the convertible securities in which the funds may invest also will be affected by market interest rates, the risk that the issuer may default on interest or principal payments and the value of the underlying common stock into which these securities may be converted. Specifically, since these types of convertible securities pay fixed interest and dividends, their values may fall if market interest rates rise and rise if market interest rates fall. Additionally, an issuer may have the right to buy back certain of the convertible securities at a time and at a price that is unfavorable to the fund. Foreign securities have additional risks, including exchange rate changes, political and economic upheaval, the relative lack of information about these companies, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards. The value of your shares could be adversely affected if the computer systems used by the funds' investment advisor and the funds' other service providers are unable to distinguish the year 2000 from the year 1900. The funds' investment advisor and independent technology consultants are working to avoid year 2000-related problems in its systems and to obtain assurances that other service providers are taking similar steps. Year 2000 problems may also affect issuers in whose securities the funds invest. An investment in the funds is not a deposit of a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. 1 21 ---------------------------------------------- AIM CHARTER - CONSTELLATION - WEINGARTEN FUNDS ---------------------------------------------- PERFORMANCE INFORMATION - -------------------------------------------------------------------------------- The bar charts and tables shown below provide an indication of the risks of investing in each of the funds. A fund's past performance is not necessarily an indication of its future performance. ANNUAL TOTAL RETURNS - -------------------------------------------------------------------------------- The following bar charts show changes in the performance of each fund's Institutional Class shares from year to year. CHARTER--INSTITUTIONAL CLASS [GRAPH]
Annual Year Ended Total December 31 Return - ----------- ------ 1992.............................................. 1.48% 1993.............................................. 9.81% 1994.............................................. -3.84% 1995.............................................. 36.13% 1996.............................................. 20.29% 1997.............................................. 25.18% 1998.............................................. 27.82%
CONSTELLATION--INSTITUTIONAL CLASS [GRAPH]
Annual Year Ended Total December 31 Return - ----------- ------ 1993.............................................. 17.65% 1994.............................................. 1.80% 1995.............................................. 36.16% 1996.............................................. 16.83% 1997.............................................. 13.45% 1998.............................................. 19.41%
2 22 ---------------------------------------------- AIM CHARTER - CONSTELLATION - WEINGARTEN FUNDS ---------------------------------------------- PERFORMANCE INFORMATION (continued) - -------------------------------------------------------------------------------- WEINGARTEN--INSTITUTIONAL CLASS [GRAPH]
Annual Year Ended Total December 31 Return - ----------- ------ 1992.............................................. -1.07% 1993.............................................. 1.91% 1994.............................................. 0.13% 1995.............................................. 35.43% 1996.............................................. 18.24% 1997.............................................. 26.48% 1998.............................................. 33.58%
During the periods shown in the bar charts, the highest quarterly returns and the lowest quarterly returns were as follows:
HIGHEST QUARTERLY RETURN LOWEST QUARTERLY RETURN FUND (QUARTER ENDED) (QUARTER ENDED) - ------------------------------------------------------------------------------------------------------- Charter--Institutional Class 26.70% (12/31/98) -11.85% (09/30/98) Constellation--Institutional Class 24.93% (12/31/98) -15.52% (09/30/98) Weingarten--Institutional Class 28.14% (12/31/98) -12.11% (09/30/98) - -------------------------------------------------------------------------------------------------------
PERFORMANCE TABLE The following performance table compares each fund's performance to that of a broad-based securities market index.
AVERAGE ANNUAL TOTAL RETURNS - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - (for the periods ended SINCE INCEPTION December 31, 1998) 1 YEAR 5 YEARS INCEPTION DATE - ----------------------------------------------------------------------------------------------------------- Charter--Institutional Class 27.82% 20.30% 16.86% 07/30/91 S&P 500(1) 28.60 24.05 19.70(4) 07/31/91(4) Constellation--Institutional Class 19.41 17.02 18.54 04/08/92 Russell Midcap--Registered Trademark-- Index(2) 10.09 17.35 17.17(4) 03/31/92(4) Weingarten--Institutional Class 33.58 22.05 17.48 10/08/91 Russell 1000--Registered Trademark-- Index(3) 27.02 23.37 19.95(4) 09/30/91(4) - -----------------------------------------------------------------------------------------------------------
(1) The Standard & Poor's 500 Index is an unmanaged index of common stocks frequently used as a general measure of U.S. stock market performance. (2) The Russell Midcap--Registered Trademark-- Index measures the performance of the lowest 800 companies in the Russell 1000--Registered Trademark-- Index. These companies are considered representative of medium-sized companies. (3) The Russell 1000--Registered Trademark-- Index is a widely recognized, unmanaged index of common stocks that measures the performance of the 1,000 largest companies in the Russell 3000--Registered Trademark-- Index, which measures the performance of the 3,000 largest U.S. companies based on total market capitalization. (4) The average annual total return given is since the date closest to the inception date of the Institutional Class of the fund. 3 23 ---------------------------------------------- AIM CHARTER - CONSTELLATION - WEINGARTEN FUNDS ---------------------------------------------- FEE TABLE AND EXPENSE EXAMPLE - -------------------------------------------------------------------------------- FEE TABLE This table describes the fees and expenses that you may pay if you buy and hold Institutional Class shares of the funds:
SHAREHOLDER FEES - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - (fees paid directly from your investment) CHARTER CONSTELLATION WEINGARTEN - --------------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) None None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None None None - ---------------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - (expenses that are deducted from fund assets) CHARTER CONSTELLATION WEINGARTEN - --------------------------------------------------------------- Management Fees 0.63% 0.63% 0.63% Distribution and/or Service (12b-1) Fees None None None Other Expenses 0.04 0.02 0.04 Total Annual Fund Operating Expenses 0.67 0.65 0.67 Fee Waivers(1) (0.01) (0.02) (0.05) Net Expenses 0.66 0.63 0.62 - ---------------------------------------------------------------
(1) The investment advisor has contractually agreed to waive a portion of its fees. EXPENSE EXAMPLE This example is intended to help you compare the costs of investing in the funds with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in a fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the fund's gross operating expenses remain the same. To the extent fees are waived, the expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS - ---------------------------------------------------- Charter $68 $214 $373 $835 Constellation 66 208 362 810 Weingarten 68 214 373 835 - ----------------------------------------------------
4 24 ---------------------------------------------- AIM CHARTER - CONSTELLATION - WEINGARTEN FUNDS ---------------------------------------------- FUND MANAGEMENT - -------------------------------------------------------------------------------- THE ADVISORS A I M Advisors, Inc. (the advisor) serves as each fund's investment advisor. A I M Capital Management, Inc. (the subadvisor), a wholly owned subsidiary of the advisor, is each fund's subadvisor and is responsible for its day-to-day management. Both the advisor and the subadvisor are located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisors supervise all aspects of the funds' operations and provide investment advisory services to the funds, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the funds. The advisor has acted as an investment advisor since its organization in 1976, and the subadvisor has acted as an investment advisor since 1986. Today, the advisor, together with its subsidiaries, advises or manages over 125 investment portfolios, including the funds, encompassing a broad range of investment objectives. ADVISOR COMPENSATION During the fiscal year ended October 31, 1998, the advisor received compensation of 0.62%, 0.61% and 0.58%, respectively, of Charter's, Constellation's and Weingarten's average daily net assets. PORTFOLIO MANAGERS The advisors use a team approach to investment management. The individual members of the team who are primarily responsible for the day-to-day management of each fund's portfolio, all of whom are officers of the subadvisor, are CHARTER - - Brant H. DeMuth, Portfolio Manager, who has been responsible for the fund since 1998 and has been associated with the advisor and/or its affiliates since 1996. From 1992 to 1996, he was Portfolio Manager for Colorado Public Employee's Retirement Association. - - Lanny H. Sachnowitz, Senior Portfolio Manager, who has been responsible for the fund since 1991 and has been associated with the advisor and/or its affiliates since 1987. CONSTELLATION - - David P. Barnard, Senior Portfolio Manager, who has been responsible for the fund since 1990 and has been associated with the advisor and/or its affiliates since 1982. - - Robert M. Kippes, Senior Portfolio Manager, who has been responsible for the fund since 1993 and has been associated with the advisor and/or its affiliates since 1989. - - Christopher P. Perras, Portfolio Manager, who has been responsible for the fund since 1999 and has been associated with the advisor and/or its affiliates since 1999. From 1997 to 1999, he was an equity analyst at Van Wagoner Capital Management. From 1995 to 1997, he was an Associate Portfolio Manager for Van Kampen American Capital Asset Management, Inc. - - Charles D. Scavone, Senior Portfolio Manager, who has been responsible for the fund since 1996 and has been associated with the advisor and/or its affiliates since 1996. From 1994 to 1996, he was Associate Portfolio Manager for Van Kampen American Capital Asset Management, Inc. - - Kenneth A. Zschappel, Senior Portfolio Manager, who has been responsible for the fund since 1996 and has been associated with the advisor and/or its affiliates since 1990. WEINGARTEN - - David P. Barnard, Senior Portfolio Manager, who has been responsible for the fund since 1986 and has been associated with the advisor and/or its affiliates since 1982. - - Monika H. Degan, Portfolio Manager, who has been responsible for the fund since 1998 and has been associated with the advisor and/or its affiliates since 1995. From 1991 to 1995, she was Senior Financial Analyst for Shell Oil Co. Pension Trust. - - Jonathan C. Schoolar, Senior Portfolio Manager, who has been responsible for the fund since 1987 and has been associated with the advisor and/or its affiliates since 1986. 5 25 AIM CHARTER - CONSTELLATION - WEINGARTEN FUNDS Other Information - -------------------------------------------------------------------------------- DIVIDENDS AND DISTRIBUTIONS DIVIDENDS The funds generally declare and pay dividends, if any, annually, with respect to Constellation and Weingarten, and quarterly, with respect to Charter. Following Charter's June 1999 quarterly dividend, the fund will begin declaring and paying dividends, if any, annually. CAPITAL GAINS DISTRIBUTIONS The funds generally distribute long-term and short-term capital gains (including any net gains from foreign currency transactions), if any, annually. SUITABILITY FOR INVESTORS The Institutional Classes of the funds are intended for use by institutions, particularly banks, acting for themselves or in a fiduciary or similar capacity. Shares of the Institutional Classes of the funds are available for collective and common trust funds of banks, banks investing for their own account and banks investing for the account of a public entity (e.g., Taft-Hartley funds, states, cities, or government agencies) that does not pay commissions or distribution fees. Prospective investors should determine if an investment in a fund is consistent with the objectives of an account and with applicable state and federal laws and regulations. Fund Management Company (the distributor) will review each application for purchase of the Institutional Classes and reserves the right to reject any order to purchase based upon a review of the suitability of the investor. The Institutional Classes of the funds are designed to be convenient and economical vehicles in which institutions can invest in a portfolio of equity securities. An investment in the funds may relieve the institution of many of the investment and administrative burdens encountered when investing in equity securities directly. These include: selection and diversification of portfolio investments; surveying the market for the best price at which to buy and sell; valuation of portfolio securities; receipt, delivery and safekeeping of securities; and portfolio recordkeeping. It is anticipated that most investors will perform their own subaccounting. 6 26 ---------------------------------------------- AIM CHARTER - CONSTELLATION - WEINGARTEN FUNDS ---------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- The financial highlights tables are intended to help you understand each fund's financial performance. Certain information reflects financial results for a single fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in each fund (assuming reinvestment of all dividends and distributions). This information has been audited by KPMG LLP, whose report, along with each fund's financial statements, is included in the fund's annual report, which is available upon request.
CHARTER--INSTITUTIONAL CLASS - -------------------------------------------------------------------------------------------------------------------- YEAR ENDED OCTOBER 31, 1998 1997 1996 1995 1994 - -------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 13.48 $ 11.24 $ 10.66 $ 8.93 $ 9.48 Income from investment operations: Net investment income 0.18 0.16 0.24 0.23 0.25 Net gains (losses) on securities (both realized and unrealized) 1.24 2.91 1.44 2.07 (0.44) Total from investment operations 1.42 3.07 1.68 2.30 (0.19) Less distributions: Dividends from net investment income (0.14) (0.16) (0.20) (0.24) (0.20) Distributions from net realized gains (1.34) (0.67) (0.90) (0.33) (0.16) Total distributions (1.48) (0.83) (1.10) (0.57) (0.36) Net asset value, end of period $ 13.42 $ 13.48 $ 11.24 $ 10.66 $ 8.93 Total return 11.69% 29.05% 17.29% 27.45% (2.02)% - -------------------------------------------------------------------------------------------------------------------- Ratios/supplemental data: - -------------------------------------------------------------------------------------------------------------------- Net assets, end of period (000s omitted) $43,815 $40,191 $29,591 $25,538 $21,840 Ratio of expenses (exclusive of interest) to average net assets(a) 0.66%(b) 0.67% 0.69% 0.74% 0.73% Ratio of net investment income to average net assets(c) 1.37%(b) 1.21% 2.24% 1.98% 2.76% Portfolio turnover rate 154% 170% 164% 161% 126% - -------------------------------------------------------------------------------------------------------------------- Borrowings for the period: - -------------------------------------------------------------------------------------------------------------------- Amount of debt outstanding at end of period (000s omitted) -- -- -- -- -- Average amount of debt outstanding during the period (000s omitted)(d) $ 60 -- -- -- -- Average number of shares outstanding during the period (000s omitted)(d) 3,239 -- -- -- -- Average amount of debt per share during the period $0.0184 -- -- -- -- - --------------------------------------------------------------------------------------------------------------------
(a) After fee waivers and/or expense reimbursements. Ratios of expenses to average net assets prior to fee waivers and/or expense reimbursements were 0.67%, 0.68%, and 0.70% for 1998-1996. (b) Ratios are based on average net assets of $42,933,721. (c) After fee waivers and/or expense reimbursements. Ratios of net investment income (loss) to average net assets prior to fee waivers and/or expense reimbursement were 1.36%, 1.20%, and 2.23% for 1998-1996. (d) Averages computed on a daily basis. 7 27 ---------------------------------------------- AIM CHARTER - CONSTELLATION - WEINGARTEN FUNDS ---------------------------------------------- FINANCIAL HIGHLIGHTS (continued) - --------------------------------------------------------------------------------
CONSTELLATION--INSTITUTIONAL CLASS - ------------------------------------------------------------------------------------------------------------------------ YEAR ENDED OCTOBER 31, 1998 1997 1996 1995 1994 - ------------------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 30.00 $ 26.01 $ 24.05 $ 18.49 $ 17.13 Income from investment operations: Net investment income -- 0.02 0.04 0.02 0.03 Net gains (losses) on securities (both realized and unrealized) (0.65) 4.86 2.67 6.06 1.33 Total from investment operations (0.65) 4.88 2.71 6.08 1.36 Less distributions: Distributions from net realized gains (2.10) (0.89) (0.75) (0.52) -- Net asset value, end of period $ 27.25 $ 30.00 $ 26.01 $ 24.05 $ 18.49 Total return (1.85)% 19.42% 11.81% 34.09% 7.94% - ------------------------------------------------------------------------------------------------------------------------ Ratios/supplemental data: - ------------------------------------------------------------------------------------------------------------------------ Net assets, end of period (000s omitted) $189,039 $188,109 $293,035 $138,918 $39,847 Ratio of expenses to average net assets(a) 0.63%(b) 0.65% 0.66% 0.66% 0.69% Ratio of net investment income (loss) to average net assets(c) (0.01)%(b) 0.06% 0.21% 0.18% 0.36% Portfolio turnover rate 76% 67% 58% 45% 79% - ------------------------------------------------------------------------------------------------------------------------
(a) After fee waivers and/or expense reimbursements. Ratios of expenses to average net assets prior to fee waivers and/or expense reimbursements were 0.65%, 0.67%, 0.67%, 0.68%, and 0.70% for 1998-1994. (b) Ratios are based on average net assets of $195,687,140. (c) After fee waivers and/or expense reimbursements. Ratios of net investment income (loss) to average net assets prior to fee waivers and/or expense reimbursement were (0.03)%, 0.04%, 0.20%, 0.16% and 0.35% for 1998-1994.
WEINGARTEN--INSTITUTIONAL CLASS ----------------------------------------------- YEAR ENDED OCTOBER 31, 1998 1997 1996 1995 1994 - ------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 23.05 $ 20.46 $ 20.48 $ 17.94 $ 17.69 Income from investment operations: Net investment income 0.10 0.08 0.17 0.10 0.17 Net gains on securities (both realized and unrealized) 2.43 4.90 2.52 4.35 0.58 Total from investment operations 2.53 4.98 2.69 4.45 0.75 Less distributions: Dividends from net investment income -- (0.15) -- (0.13) (0.17) Distributions from net realized gains (3.40) (2.24) (2.71) (1.78) (0.33) Total distributions (3.40) (2.39) (2.71) (1.91) (0.50) Net asset value, end of period $ 22.18 $ 23.05 $ 20.46 $ 20.48 $ 17.94 Total return 12.79% 27.37% 15.34% 28.69% 4.37% - ------------------------------------------------------------------------------------------------------------ Ratios/supplemental data: - ------------------------------------------------------------------------------------------------------------ Net assets, end of period (000s omitted) $72,884 $62,124 $60,483 $54,332 $40,486 Ratio of expenses to average net assets(a) 0.62%(b) 0.64% 0.65% 0.70% 0.65% Ratio of net investment income to average net assets(c) 0.49%(b) 0.50% 0.80% 0.45% 1.00% Portfolio turnover rate 125% 128% 159% 139% 136% - ------------------------------------------------------------------------------------------------------------ Borrowings for the period: - ------------------------------------------------------------------------------------------------------------ Amount of debt outstanding at end of period (000s omitted) -- -- -- -- -- Average amount of debt outstanding during the period (000s omitted)(d) -- -- -- $ 6 -- Average number of shares outstanding during the period (000s omitted)(d) 3,126 3,146 2,908 2,526 2,256 Average amount of debt per share during the period -- -- -- $0.0024 -- - ------------------------------------------------------------------------------------------------------------
(a) After fee waivers and/or expense reimbursements. Ratios of expenses to average net assets prior to fee waivers and/or expense reimbursements were 0.67%, 0.68%, 0.68%, 0.72%, and 0.68% for 1998-1994. (b) Ratios are based on average net assets of $69,647,808. (c) After fee waivers and/or expense reimbursements. Ratios of net investment income to average net assets prior to fee waivers and/or expense reimbursement were 0.44%, 0.46%, 0.77%, 0.43% and 0.98% for 1998-1994. (d) Averages computed on a daily basis. 8 28 ---------------------------------------------- AIM CHARTER - CONSTELLATION - WEINGARTEN FUNDS ---------------------------------------------- SHAREHOLDER INFORMATION - -------------------------------------------------------------------------------- PURCHASING SHARES The minimum initial investment in any of the funds is $100,000. No minimum amount is required for subsequent investments in a fund nor are minimum balances required. Shares of the Institutional Class of each fund are sold on a continuing basis at their respective net asset values. Although no sales charge is imposed in connection with the purchase of shares, banks or other financial institutions may charge a recordkeeping, account maintenance or other fee to their customers, and beneficial holders of shares of the funds should consult with such institutions to obtain a schedule of such fees. Institutions may be requested to maintain separate master accounts in each fund for shares held by the institution (a) for its own account, for the account of other institutions and for accounts for which the institution acts as a fiduciary; and (b) for accounts for which the institutions acts in some other capacity. An institution's master accounts and subaccounts with a fund may be aggregated for the purpose of the minimum investment requirement. Prior to the initial purchase of shares, an account application must be completed and sent to Fund Management Company (the distributor) at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. An account application may be obtained from the distributor. In order to be accepted for execution, purchase orders must be submitted in proper form and received during the hours the New York Stock Exchange (NYSE) is open for business and such orders will be confirmed at the net asset value determined as of the close of that day (trade date). Subsequent purchases of shares of the funds may also be made via AIM LINK Remote, a personal computer application software product. Payments for shares purchased must be in the form of federal funds or other funds immediately available to the funds and must be made on the "settlement date," which shall be the next business day of the funds following the trade date. Federal Reserve wires should be sent as early as possible on the settlement date in order to facilitate crediting to the shareholder's account. Any funds received in respect of an order which is not accepted by a fund and any funds received for which an order has not been received will be returned to the sending institution. An order to purchase shares must specify which fund is being purchased, otherwise any funds received will be returned to the sending institution. REDEEMING SHARES TIMING OF REDEMPTIONS You can redeem shares during the hours the NYSE is open for business. A fund may postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such as when the NYSE restricts or suspends trading. A shareholder may redeem any or all of its shares at the net asset value next determined after receipt of the redemption request in proper form by the applicable fund. Redemption requests with respect to shares for which certificates have not been issued are normally made by calling the distributor. Shareholders may request a redemption by telephone. The transfer agent and the distributor will not be liable for any loss, expense or cost arising out of any telephone redemption request effected in accordance with the authorization set forth in the account application if they reasonably believe such request to be genuine, but may in certain cases be liable for losses due to unauthorized or fraudulent transactions. Procedures for verification of telephone transactions may include recordings of telephone transactions (maintained for six months), and mailings of confirmation promptly after the transaction. Redemption of shares of the funds may also be made via AIM LINK Remote. TIMING AND METHOD OF PAYMENT If a redemption request is received during the hours the NYSE is open for business, the redemption will be effected at the net asset value determined as of the close of that day (the redemption date). Payment for redeemed shares is normally made by Federal Reserve wire to the commercial bank account designated in the shareholder's Account Application, but may be remitted by check upon request by a shareholder. The proceeds of a redemption request will be wired on the next business day following the redemption date. Payment for shares redeemed by mail and payment for telephone redemptions in amounts under $1,000 may, at the option of a fund, be made by check mailed within seven days after receipt of the redemption request in proper form. A fund may make payment for telephone redemptions in excess of $1,000 by check when it is considered to be in the fund's best interest to do so. REDEMPTIONS BY THE FUNDS If a fund determines that you have provided incorrect information in opening an account or in the course of conducting subsequent transactions, the fund may, at its discretion, redeem the account and distribute the proceeds to you. The Board of Directors may redeem shares if it determines in its sole discretion that failure to so redeem may have materially adverse consequences to the shareholder of such fund. - -------------------------------------------------------------------------------- EACH OF THE FUNDS AND THE DISTRIBUTOR RESERVE THE RIGHT AT ANY TIME TO REJECT OR CANCEL ANY PART OF ANY PURCHASE OR EXCHANGE ORDER; MODIFY ANY TERMS OR CONDITIONS OF PURCHASE OF SHARES OF ANY FUND; OR WITHDRAW ALL OR ANY PART OF THE OFFERING MADE BY THIS PROSPECTUS. TO PROTECT THE INTERESTS OF INVESTORS, EACH FUND AND THE DISTRIBUTOR MAY REJECT ANY ORDER CONSIDERED MARKET-TIMING ACTIVITY. - -------------------------------------------------------------------------------- 9 29 ---------------------------------------------- AIM CHARTER - CONSTELLATION - WEINGARTEN FUNDS ---------------------------------------------- SHAREHOLDER INFORMATION (continued) - -------------------------------------------------------------------------------- PRICING OF SHARES Each of the funds prices its shares based on its net asset value. The funds value portfolio securities for which market quotations are readily available at market value. The funds value short-term investments maturing within 60 days at amortized cost, which approximates market value. The funds value all other securities and assets at their fair value. Securities and other assets quoted in foreign currencies are valued in U.S. dollars based on the prevailing exchange rates on that day. In addition, if, between the time trading ends on a particular security and the close of the New York Stock Exchange (NYSE), events occur that materially affect the value of the security, the funds may value the security at its fair value as determined in good faith by or under the supervision of the Board of Directors of the funds. The effect of using fair value pricing is that a fund's net asset value will be subject to the judgment of the Board of Directors or its designee instead of being determined by the market. Because some of the funds may invest in securities that are primarily listed on foreign exchanges, the value of those fund's shares may change on days when you will not be able to purchase or redeem shares. Each fund determines the net asset value of its shares as of the close of the NYSE on each day the NYSE is open for business. The funds price purchase and redemption orders at the net asset value calculated after the transfer agent receives an order in good form. TAXES In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are taxable to you at different rates depending on the length of time the fund holds its assets. Different rates of tax apply to ordinary income and long-term capital gain distributions. Every year, information showing the amount of dividends and distributions you received from each fund during the prior year will be sent to you. Any long-term or short-term capital gains realized from redemptions of fund shares will be subject to federal income tax. The foreign, state and local tax consequences of investing in fund shares may differ materially from the federal income tax consequences described above. You should consult your tax advisor before investing. 10 30 ---------------------------------------------- AIM CHARTER - CONSTELLATION - WEINGARTEN FUNDS ---------------------------------------------- OBTAINING ADDITIONAL INFORMATION - -------------------------------------------------------------------------------- More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the funds and is incorporated by reference into the prospectus (is legally a part of this prospectus). Annual and semiannual reports to shareholders contain additional information about each fund's investments. Each fund's annual report also discusses the market conditions and investment strategies that significantly affected the fund's performance during its last fiscal year. If you have questions about these funds, another fund in The AIM Family of Funds--Registered Trademark--or your account, or wish to obtain free copies of a fund's current SAI or annual or semiannual reports, please contact us - --------------------------------------------------------- BY MAIL: A I M Fund Services, Inc. P.O. Box 4497 Houston, TX 77210-4497 BY TELEPHONE: (800) 659-1005 BY E-MAIL: general@aimfunds.com ON THE INTERNET: http://www.aimfunds.com (prospectuses and annual and semiannual reports only)
- --------------------------------------------------------- You also can review and obtain copies of a fund's SAI, reports and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplication fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room. AIM Charter Fund, AIM Constellation Fund, AIM Weingarten Fund SEC 1940 Act file number: 811-1424 [AIM LOGO APPEARS HERE] www.aimfunds.com INVEST WITH DISCIPLINE --Registered Trademark-- 31 PART C: OTHER INFORMATION Item 23 Exhibits a (1) - (a) Articles of Incorporation of Registrant, as filed with the State of Maryland on May 20, 1988, were filed as an Exhibit to Post-Effective Amendment No. 34 on June 13, 1988, and were filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and are hereby incorporated by reference. - (b) Articles Supplementary, as filed with the State of Maryland on March 27, 1991, were filed as an Exhibit to Post-Effective Amendment No. 40 on February 26, 1992, and were filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and are hereby incorporated by reference. - (c) Articles Supplementary, as filed with the State of Maryland on December 23, 1991, were filed as an Exhibit to Post-Effective Amendment No. 40 on February 26, 1992, and were filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and are hereby incorporated by reference. - (d) Articles Supplementary, as filed with the State of Maryland on October 8, 1993, were filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994, and were filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and are hereby incorporated by reference. - (e) Articles of Amendment, as filed with the State of Maryland on June 5, 1995, were filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and are hereby incorporated by reference. - (f) Articles Supplementary, as filed with the State of Maryland on June 5, 1995, were filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and are hereby incorporated by reference. - (g) Articles Supplementary, as filed with the State of Maryland on December 19, 1995, were filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and are hereby incorporated by reference. - (h) Articles Supplementary, as filed with the State of Maryland on June 26, 1996, were filed electronically as an Exhibit to Post-Effective Amendment No. 50 on July 24, 1996, and are hereby incorporated by reference. - (i) Articles Supplementary, as filed with the State of Maryland on June 24, 1997, were filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997, and are hereby incorporated by reference. - (j) Articles Supplementary, as filed with the State of Maryland on October 1, 1997, were filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997, and are hereby incorporated by reference. - (k) Articles Supplementary, as filed with the State of Maryland on November 24, 1998, were filed electronically as an Exhibit to Post-Effective Amendment No. 55 on December 11, 1998, and are hereby incorporated by reference. C-1 32 - (l) Articles Supplementary, as filed with the State of Maryland on December 11, 1998, were filed electronically as an Exhibit to Post-Effective Amendment No. 56 on February 23, 1999, and is hereby incorporated by reference. - (m) Articles Supplementary, as filed with the State of Maryland on March 15, 1999 were filed electronically as an Exhibit to Post-Effective Amendment No. 57 on March 24, 1999, and are hereby incorporated by reference. - (n) Form of Articles of Amendment was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. - (o) Form of Articles Supplementary was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. b (1) - By-Laws of Registrant were filed as an Exhibit to Post-Effective Amendment No. 34 on June 13, 1988. (2) - (a) Amended and Restated By-Laws of Registrant were filed as an Exhibit to Post-Effective Amendment No. 37 on February 28, 1990. - (b) First Amendment, dated April 22, 1991, to Amended and Restated By-Laws was filed as an Exhibit to Post-Effective Amendment No. 40 on February 26, 1992. - (c) Second Amendment, dated September 28, 1994, to Amended and Restated By-Laws was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995. (3) - Amended and Restated Bylaws, dated effective December 11, 1996, were filed electronically as an Exhibit to Post-Effective Amendment No. 51 on January 15, 1997, and are hereby incorporated by reference. c - Instruments Defining Rights of Security Holders - None. d (1) - Investment Advisory Agreement, dated September 30, 1988, between Registrant and A I M Advisors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 38 on February 28, 1991. (2) - Investment Advisory Agreement, dated August 6, 1993, between Registrant's AIM Aggressive Growth Fund and A I M Advisors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994. (3) - (a) Master Investment Advisory Agreement, dated October 18, 1993, between Registrant and A I M Advisors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994, and was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. - (b) Amendment No. 1, dated November 14, 1994, to the Master Investment Advisory Agreement, dated October 18, 1993, between Registrant and A I M Advisors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995, and was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. - (c) Amendment No. 2, dated March 12, 1996, to the Master Investment Advisory Agreement, dated October 18, 1993, between Registrant and A I M Advisors, Inc., was filed electronically as an Exhibit to Post-Effective Amendment No. 49 on May 31, 1996. C-2 33 (4) - (a) Master Investment Advisory Agreement, dated February 28, 1997, between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997, and is hereby incorporated by reference. - (b) Amendment No. 1, dated as of March 1, 1999, to the Master Investment Advisory Agreement, dated February 28, 1997, between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 56 on February 23, 1999, and is hereby incorporated by reference. - (c) Amendment No. 2, dated May 12, 1999, to the Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. is filed herewith electronically. - (d) Form of Amendment No. 3, to the Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. - (e) Form of Amendment No. 4, to the Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. (5) - (a) Foreign Country Selection and Mandatory Securities Depository Responsibilities Delegation Agreement, dated September 9, 1998, between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 55 on December 11, 1998, and is hereby incorporated by reference. - (b) Amendment No. 1, dated September 28, 1998 to Foreign Country Selection and Mandatory Securities Depository Responsibilities Delegation Agreement, dated September 9, 1998, between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 55 on December 11, 1998, and is hereby incorporated by reference. - (c) Amendment No. 2, dated as of December 14, 1998 to Foreign Country Selection and Mandatory Securities Depository Responsibilities Delegation Agreement, dated September 9, 1998, between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 57 on March 24, 1999, and is hereby incorporated by reference. - (d) Amendment No. 3, dated as of December 22, 1998 to Foreign Country Selection and Mandatory Securities Depository Responsibilities Delegation Agreement, dated September 9, 1998, between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 57 on March 24, 1999, and is hereby incorporated by reference. - (e) Amendment No. 4, dated as of January 26, 1999 to Foreign Country Selection and Mandatory Securities Depository Responsibilities Delegation Agreement, dated September 9, 1998, between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 57 on March 24, 1999, and is hereby incorporated by reference. - (f) Amendment No. 5, dated as of March 1, 1999 to Foreign Country Selection and Mandatory Securities Depository Responsibilities Delegation Agreement, dated September 9, 1998, between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 57 on March 24, 1999, and is hereby incorporated by reference. C-3 34 (6) - Sub-Advisory Agreement, dated September 30, 1988, between Registrant, A I M Advisors, Inc. and A I M Capital Management, Inc., was filed as an Exhibit to Post-Effective Amendment No. 38 on February 28, 1991. (7) - Master Sub-Advisory Agreement, dated October 18, 1993, between Registrant, A I M Advisors, Inc. and A I M Capital Management, Inc., was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994, and was filed electronically as an Exhibit to Post-Effective Amendment No. 51 on January 15, 1997. (8) - Master Sub-Advisory Agreement, dated February 28, 1997, between Registrant, A I M Advisors, Inc. and A I M Capital Management, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997, and is hereby incorporated by reference. (9) - Sub-Advisory Agreement dated May 12, 1999, between A I M Advisors, Inc. and H. S. Dent Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. e (1) - Distribution Agreement, dated May 24, 1988, between Registrant and A I M Distributors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 38 on February 28, 1991. (2) - Distribution Agreement, dated March 15, 1991, between Registrant and Fund Management Company, was filed as an Exhibit to Post-Effective Amendment No. 39 on March 1, 1991. (3) - Distribution Agreement, dated August 6, 1993, between Registrant's AIM Aggressive Growth Fund and A I M Distributors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994. (4) - Master Distribution Agreement, dated October 18, 1993, between Registrant and Fund Management Company, was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994. (5) - (a) Master Distribution Agreement, dated October 18, 1993, between Registrant (on behalf of the portfolio's Class A shares) and A I M Distributors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994, and was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. - (b) Amendment No. 1, dated December 4, 1995, to Master Distribution Agreement, dated October 18, 1993, between Registrant (on behalf of the portfolio's Class A shares) and A I M Distributors, Inc., was filed electronically as an Exhibit to Post-Effective Amendment No. 49 on May 31, 1996. (6) - (a) Master Distribution Agreement, dated June 14, 1995, between Registrant (on behalf of the portfolio's Class B shares) and A I M Distributors, Inc., was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. - (b) Amendment No. 1, dated June 11, 1996, to Master Distribution Agreement, dated June 14, 1995, between Registrant (on behalf of the portfolio's Class B shares) and A I M Distributors, Inc., was filed electronically as an Exhibit to Post-Effective Amendment No. 50 on July 24, 1996, and was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997. (7) - Master Distribution Agreement, dated February 28, 1997, between Registrant and Fund Management Company was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997, and is hereby incorporated by reference. C-4 35 (8) - Master Distribution Agreement, dated February 28, 1997, between Registrant (on behalf of Registrant's Class A shares) and A I M Distributors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997. (9) - (a) Master Distribution Agreement, dated August 4, 1997, between Registrant (on behalf of the portfolio's Class A and Class C shares) and A I M Distributors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997, and is hereby incorporated by reference. - (b) Amendment No. 1, dated as of March 1, 1999, to the Master Distribution Agreement dated August 4, 1997, between Registrant (on behalf of Registrant's Class A and Class C shares) and A I M Distributors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 56 on February 23, 1999, and is hereby incorporated by reference. - (c) Amendment No. 2, dated as of March 1, 1999, to the Master Distribution Agreement dated August 4, 1997, between Registrant (on behalf of Registrant's Class A and Class C shares) and A I M Distributors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 56 on February 23, 1999, and is hereby incorporated by reference. - (d) Amendment No. 3, dated May 12, 1999, to the Master Distribution Agreement, dated August 4, 1997, between Registrant (on behalf of Registrant's Class A and C shares) and A I M Distributors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. - (e) Form of Amendment No. 4, to the Master Distribution Agreement, dated August 4, 1997, between Registrant (on behalf of Registrant's Class A and Class C shares) and A I M Distributors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. - (f) Form of Amendment No. 5 to the Master Distribution Agreement, dated August 4, 1997, between Registrant (on behalf of Registrant's Class A and Class C shares) and A I M Distributors, Inc. is filed herewith electronically. (10) - (a) Master Distribution Agreement, dated February 28, 1997, between Registrant (on behalf of Registrant's Class B shares) and A I M Distributors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997, and is hereby incorporated by reference. - (b) Amendment No. 1 to the Master Distribution Agreement, dated February 28, 1997, between Registrant (on behalf of the Class B shares of AIM Constellation Fund) and A I M Distributors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 54 on February 27, 1998, and is hereby incorporated by reference. - (c) Amendment No. 2, dated as of March 1, 1999, to the Master Distribution Agreement, dated February 28, 1997, between Registrant (on behalf of Registrant's Class B shares) and A I M Distributors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 56 on February 23, 1999 and is hereby incorporated by reference. - (d) Amendment No. 3, dated as of March 1, 1999, to the Master Distribution Agreement, dated February 28, 1997, between Registrant (on behalf of Registrant's Class B shares) and A I M Distributors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 56 on February 23, 1999, and is hereby incorporated by reference. - (e) Amendment No. 4, dated May 12, 1999, to the Master Distribution Agreement, dated February 28, 1997, between Registrant (on behalf of Registrant's Class B shares) and A I M Distributors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. C-5 36 - (f) Form of Amendment No. 5, to the Master Distribution Agreement, dated February 28, 1997, between Registrant (on behalf of Registrant's Class B shares) and A I M Distributors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. - (g) Form of Amendment No. 6 to the Master Distribution Agreement, dated February 28, 1997, between Registrant (on behalf of Registrant's Class B) and A I M Distributors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. (11) - Form of Selected Dealer Agreement between A I M Distributors, Inc. and selected dealers was filed electronically as an Exhibit to Post-Effective Amendment No. 55 on December 11, 1998, and is hereby incorporated by reference. (12) - Form of Bank Selling Group Agreement between A I M Distributors, Inc. and banks was filed electronically as an Exhibit to Post-Effective Amendment No. 55 on December 11, 1998, and is hereby incorporated by reference. f (1) - Form of Deferred Compensation Agreement for Registrant's Non-Affiliated Directors was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995. (2) - Form of Deferred Compensation Agreement for Registrant's Non-Affiliated Directors, as approved December 5, 1995, was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. (3) - Form of Deferred Compensation Agreement for Registrants Non-Affiliated Directors as approved March 12, 1997, was filed electronically as an Exhibit to Post-Effective Amendment No. 54 on February 27, 1998, and is hereby incorporated by reference. (4) - Retirement Plan for Registrant's Non-Affiliated Directors was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995. (5) - Retirement Plan for Registrant's Non-Affiliated Directors, effective as of March 8, 1994, as restated September 18, 1995, was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and is hereby incorporated by reference. g (1) - (a) Custodian Contract, dated October 1, 1992, between Registrant and State Street Bank and Trust Company, was filed as an Exhibit to Post-Effective Amendment No. 41 on February 26, 1993, and was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and is hereby incorporated by reference. - (b) Amendment No. 1, dated October 15, 1993, to the Custodian Contract, dated October 1, 1992, between Registrant and State Street Bank and Trust Company, was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and is hereby incorporated by reference. - (c) Amendment No. 2, dated September 19, 1995, to the Custodian Contract, dated October 1, 1992, between Registrant and State Street Bank and Trust Company, was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and is hereby incorporated by reference. - (d) Amendment No. 3, dated December 4, 1995, to the Custodian Contract, dated October 1, 1992, between Registrant and State Street Bank and Trust Company, was filed electronically as an Exhibit to Post-Effective Amendment No. 49 on May 31, 1996, and is hereby incorporated by reference. C-6 37 - (e) Amendment No. 4, dated September 28, 1996, to the Custodian Contract dated October 1, 1992, between Registrant and State Street Bank and Trust Company was filed electronically as an Exhibit to Post-Effective Amendment No. 57 on March 24, 1999, and is hereby incorporated by reference. - (f) Amendment, dated September 9, 1998, to the Custodian Contract, dated October 1, 1992, between Registrant and State Street Bank and Trust Company was filed electronically as an Exhibit to Post-Effective Amendment No. 55 on December 11, 1998, and is hereby incorporated by reference. (2) - Subcustodian Agreement, dated September 9, 1994, between Registrant, Texas Commerce Bank National Association, State Street Bank and Trust Company and A I M Fund Services, Inc., was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995, and is hereby incorporated by reference. h (1) - Transfer Agency Agreement, dated May 15, 1989, between Registrant and TAC Shareholder Services, Inc., was filed as an Exhibit to Post-Effective Amendment No. 37 on February 28, 1990. (2) - Transfer Agency and Service Agreement, dated July 6, 1992, between State Street Bank and Trust Company and Registrant, with respect to the Institutional Classes, was filed as an Exhibit to Post-Effective Amendment No. 41 on February 26, 1993. (3) - (a) Transfer Agency and Registrar Agreement, dated May 15, 1992, as amended May 15, 1992, between The Shareholder Services Group, Inc. and Registrant, with respect to the Retail Classes, was filed as an Exhibit to Post-Effective Amendment No. 41 on February 26, 1993. - (b) Amendment No. 2, dated October 15, 1993, to the Transfer Agency and Registrar Agreement, dated May 15, 1992, as amended, between Registrant and The Shareholder Services Group, Inc., was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995. - (c) Amendment No. 3, dated April 1, 1994, to the Transfer Agency and Registrar Agreement, dated May 15, 1992, as amended, between Registrant and The Shareholder Services Group, Inc., was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995. (4) - (a) Transfer Agency and Service Agreement, dated July 1, 1995, between Registrant and A I M Institutional Fund Services, Inc., was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. - (b) Amendment No. 1, dated July 1, 1996, to the Transfer Agency and Service Agreement dated July 1, 1995, between Registrant and A I M Institutional Fund Services, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997. - (c) Amendment No. 2, dated July 1, 1997, to the Transfer Agency and Service Agreement dated July 1, 1995, between Registrant and A I M Institutional Fund Services, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997. (5) - (a) Transfer Agency and Service Agreement, dated November 1, 1994, between Registrant and A I M Fund Services, Inc., was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995. C-7 38 - (b) Amendment No. 1, dated August 4, 1997, to the Transfer Agency and Service Agreement dated November 1, 1994, between Registrant and A I M Fund Services, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997. (6) - Amended and Restated Transfer Agency and Service Agreement, dated as of December 29, 1997, between Registrant and A I M Fund Services, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 54 on February 27, 1998, and is hereby incorporated by reference. (7) - Shareholder Sub-Accounting Services Agreement between Registrant, First Data Investor Services Group (formerly The Shareholder Services Group, Inc.), Financial Data Services Inc. and Merrill Lynch, Pierce, Fenner & Smith Inc., dated July 1, 1990, was filed as an Exhibit to Post-Effective Amendment No. 40 on February 26, 1992, and is hereby incorporated by reference. (8) - (a) Remote Access and Related Services Agreement, dated December 23, 1994, between Registrant and First Data Investor Services Group, Inc. (formerly The Shareholder Services Group, Inc.), was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995, and was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and is hereby incorporated by reference. - (b) Amendment No. 1, dated October 4, 1995, to the Remote Access and Related Services Agreement dated December 23, 1994, between Registrant and First Data Investor Services Group, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and is hereby incorporated by reference. - (c) Addendum No. 2, dated October 12, 1995, to the Remote Access and Related Services Agreement, dated December 23, 1994, between Registrant and First Data Investor Services Group, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995, and is hereby incorporated by reference. - (d) Amendment No. 3, dated February 1, 1997, to the Remote Access and Related Services Agreement, dated December 23, 1994, between Registrant and First Data Investor Services Group, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997, and is hereby incorporated by reference. - (e) Amendment No. 4, dated June 30, 1998, to the Remote Access and Related Services Agreement, dated December 23, 1994, between Registrant and First Data Investor Services Group, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 55 on December 11, 1998, and is hereby incorporated by reference. - (f) Amendment No. 5, dated July 1, 1998, to the Remote Access and Related Services Agreement, dated December 23, 1994, between Registrant and First Data Investor Services Group, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 55 on December 11, 1998, and is hereby incorporated by reference. - (g) Exhibit 1, effective as of August 4, 1997, to the Remote Access and Related Services Agreement, dated December 23, 1994, between the Registrant and First Data Investor Services Group, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 54 on February 27, 1998, and is hereby incorporated by reference. (9) - Preferred Registered Technology Escrow Agreement, dated September 10, 1997, between Registrant and First Data Investor Services Group, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 54 on February 27, 1998, and is hereby incorporated be reference. C-8 39 (10) - Articles of Merger, dated September 30, 1988, was filed as an Exhibit to Post-Effective Amendment No. 35 on September 30, 1988. (11) - Agreement and Plan of Merger, dated September 30, 1988, was filed as an Exhibit to Post-Effective Amendment No. 35 on September 30, 1988. (12) - (a) Agreement and Plan of Reorganization between Registrant and Baird Capital Development Fund, Inc., dated December 20, 1995, was filed electronically as an Appendix to Part A of Registrant's AIM Capital Development Fund registration statement on Form N-14 on December 29, 1995. - (b) Amendment, dated May 23, 1996, to Agreement and Plan of Reorganization between Registrant and Baird Capital Development Fund, Inc., dated December 20, 1995, was filed electronically as an Exhibit to Post-Effective Amendment No. 49 on May 31, 1996. (13) - Agreement and Plan of Reorganization between Registrant and Baird Blue Chip Fund, Inc., dated December 20, 1995, was filed electronically as an Appendix to Part A of Registrant's AIM Blue Chip Fund registration statement on Form N-14 on December 29, 1995. (14) - Administrative Services Agreement, dated June 11, 1989, between Registrant and A I M Advisors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 37 on February 28, 1990. (15) - Administrative Services Agreement, dated August 6, 1993, between Registrant's AIM Aggressive Growth Fund and A I M Advisors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994. (16) - Administrative Services Agreement, dated September 16, 1994, between A I M Advisors, Inc. and A I M Institutional Fund Services, Inc., on behalf of the Institutional Classes, was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995. (17) - (a) Administrative Services Agreement, dated October 18, 1993, between A I M Advisors, Inc. and A I M Fund Services, Inc., on behalf of the Retail Classes, was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994, and was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. - (b) Amendment No. 1, dated May 11, 1994, to the Administrative Services Agreement dated October 18, 1993, between A I M Advisors, Inc. and A I M Fund Services, Inc., was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995, and was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. - (c) Amendment No. 2, dated July 1, 1994, to the Administrative Services Agreement, dated October 18, 1993, between A I M Advisors, Inc. and A I M Fund Services, Inc., was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995 and was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. - (d) Amendment No. 3, dated September 16, 1994, to the Administrative Services Agreement, dated October 18, 1993, between A I M Advisors, Inc. and A I M Fund Services, Inc., was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995, and was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. - (e) Amendment No. 4, dated November 1, 1994, to the Administrative Services Agreement, dated October 18, 1993, between A I M Advisors, Inc. and A I M Fund Services, Inc., was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. C-9 40 (18) - (a) Master Administrative Services Agreement, dated October 18, 1993, between Registrant and A I M Advisors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994, and was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. - (b) Amendment No. 1, dated December 4, 1995, to the Master Administrative Services Agreement, dated October 18, 1993, between Registrant and A I M Advisors, Inc., was filed electronically as an Exhibit to Post-Effective Amendment No. 49 on May 31, 1996. - (c) Amendment No. 2, dated June 11, 1996, to the Master Administrative Services Agreement dated October 18, 1993, between Registrant and A I M Advisors, Inc., was filed electronically as an Exhibit to Post-Effective Amendment No. 50 on July 24, 1996. (19) - (a) Master Administrative Services Agreement, dated February 28, 1997, between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997, and is hereby incorporated by reference. - (b) Amendment No. 1, dated as of March 1, 1999, to the Master Administrative Services Agreement, dated February 28, 1997, between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 56 on February 23, 1999, and is hereby incorporated by reference. - (c) Amendment No. 2 , dated May 12, 1999, to the Master Administrative Services Agreement, dated February 28, 1997, between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. - (d) Form of Amendment No. 3, to the Master Administrative Services Agreement, dated February 28, 1997, between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. - (e) Form of Amendment No. 4, to the Master Administrative Services Agreement, dated February 28, 1997, between Registrant and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. (20) - Memorandum of Agreement, dated March 1, 1999, between Registrant, on behalf of AIM Charter Fund, AIM Constellation Fund and AIM Weingarten Fund, and A I M Advisors, Inc. was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. i (1) - Opinion of Ballard Spahr Andrews & Ingersoll was filed as an Exhibit to Registrant's Rule 24f-2 Notice for the fiscal year ending October 31, 1996 on December 20, 1996. (2) - Opinion of Ballard Spahr Andrews & Ingersoll was filed as an Exhibit to Registrant's Rule 24f-2 Notice for the fiscal year ending September 30, 1996 on November 27, 1996 (for AIM Blue Chip Fund). (3) - Opinion of Ballard Spahr Andrews & Ingersoll was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 7, 1997, and is hereby incorporated by reference. (4) - Opinion of Ballard Spahr Andrews & Ingersoll, LLP was filed electronically as an Exhibit to Post-Effective Amendment No. 55 on December 11, 1998, and is hereby incorporated by reference. (5) - Opinion of Ballard Spahr Andrews & Ingersoll, LLP was filed electronically as an Exhibit to Post-Effective Amendment No. 57 on March 24, 1999, and is hereby incorporated by reference. C-10 41 (6) - Opinion of Ballard Spahr Andrews and Ingersoll, LLP was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. j (1) - None (2) - Consent of KPMG LLP is filed herewith electronically. k - Financial Statements - None. l (1) - Agreement Concerning Initial Capitalization of Registrant's AIM Large Cap Growth Fund, dated February 26, 1999, was filed electronically as an Exhibit to Post-Effective Amendment No. 56 on February 23, 1999, and is hereby incorporated by reference. (2) - Agreement Concerning Initial Capitalization of Registrant's AIM Dent Demographic Trends Fund, dated June 4, 1999, was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. (3) - Agreement Concerning Initial Capitalization of Registrant's AIM Large Cap Basic Value Fund, dated June 29, 1999, was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. (4) - Form of Agreement Concerning Initial Capitalization of Registrant's AIM Mid Cap Growth Fund was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. m (1) - Registrant's Amended Distribution Plans for the Retail Classes, dated September 5, 1991, were filed as an Exhibit to Post-Effective Amendment No. 40 on February 26, 1992. (2) - Registrant's Amended Distribution Plan for AIM Aggressive Growth Fund, dated August 6, 1993, was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994. (3) - Registrant's Master Distribution Plan for the Retail Classes and AIM Aggressive Growth Fund, dated September 27, 1993, was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994. (4) - Registrant's Amended Master Distribution Plan for the Retail Classes and AIM Aggressive Growth Fund, dated September 27, 1993, as amended March 8, 1994, was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995. (5) - (a) Registrant's Amended Master Distribution Plan for the Retail Classes, dated September 27, 1993, as amended March 8, 1994 and September 10, 1994, was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995, and was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. - (b) Amendment No. 1, dated December 4, 1995, to the Amended Master Distribution Plan for the Retail Classes, dated September 27, 1993, as amended, was filed electronically as an Exhibit to Post-Effective Amendment No. 49 on May 31, 1996. (6) - Registrant's Amended and Restated Master Distribution Plan for the Class A shares, effective as of June 15, 1995 (effective as of December 4, 1995, with respect to the AIM Blue Chip Fund and AIM Capital Development Fund), was filed electronically as an Exhibit to Post-Effective Amendment No. 49 on May 31, 1996. (7) - Registrant's Second Amended and Restated Master Distribution Plan, dated June 30, 1997, for the Class A shares was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997. C-11 42 (8) - Registrant's Third Amended and Restated Master Distribution Plan, dated August 4, 1997, for the Class A and Class C shares was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997. (9) - (a) Registrant's Master Distribution Plan for the Class B shares of AIM Charter Fund and AIM Weingarten Fund, dated June 14, 1995, was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. - (b) Amendment No. 1, dated June 11, 1996, to Registrant's Master Distribution Plan for the Class B shares of AIM Charter Fund, AIM Weingarten Fund, AIM Blue Chip Fund and AIM Capital Development Fund, dated June 14, 1995, was filed electronically as an Exhibit to Post-Effective Amendment No. 50 on July 24, 1996. (10) - (a) Registrant's Amended and Restated Master Distribution Plan, dated June 30, 1997, for the Class B shares was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997, and is hereby incorporated by reference. - (b) Amendment No. 1 to Registrant's Amended and Restated Master Distribution Plan for the Class B shares of AIM Constellation Fund was filed electronically as an Exhibit to Post-Effective Amendment No. 54 on February 27, 1998 and is hereby incorporated by reference. - (c) Amendment No. 2, dated as of March 1, 1999, to Registrant's Amended and Restated Master Distribution Plan for the Class B shares of AIM Large Cap Growth Fund was filed electronically as an Exhibit to Post-Effective Amendment No. 56 on February 23, 1999, and is hereby incorporated by reference. - (d) Amendment No. 3, dated as of March 1, 1999, to Registrant's Amended and Restated Master Distribution Plan for the Class B shares of AIM Aggressive Growth Fund was filed electronically as an Exhibit to Post-Effective Amendment No. 56 on February 23, 1999, and is hereby incorporated by reference. - (e) Amendment No. 4, dated May 12, 1999, to Registrant's Amended and Restated Master Distribution Plan for the Class B shares of AIM Dent Demographic Trends Fund and AIM Growth and Income Fund was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. - (f) Form of Amendment No. 5 to Registrant's Amended and Restated Master Distribution Plan for the Class B shares of AIM Dent Demographic Trends Fund and A I M Large Cap Basic Value Fund was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. - (g) Form of Amendment No. 6 to Registrant's Amended and Restated Master Distribution Plan for the Class B shares of AIM Mid Cap Growth Fund is filed herewith electronically. (11) - (a) Registrant's Fourth Amended and Restated Master Distribution Plan, dated as of June 30, 1998, for the Class A and Class C shares was filed electronically as an Exhibit to Post-Effective Amendment No. 55 on December 11, 1998, and is hereby incorporated by reference. - (b) Amendment No. 1, dated as of March 1, 1999, to Registrant's Fourth Amended and Restated Master Distribution Plan for the Class A and Class C shares was filed electronically as an Exhibit to Post-Effective Amendment No. 56 on February 23, 1999, and is hereby incorporated by reference. - (c) Amendment No. 2, dated as of March 1, 1999, to Registrant's Fourth Amended and Restated Master Distribution Plan for the Class A and Class C shares was filed electronically C-12 43 as an Exhibit to Post-Effective Amendment No. 56 on February 23, 1999, and is hereby incorporated by reference. - (d) Amendment No. 3, dated May 12, 1999, to Registrant's Fourth Amended and Restated Master Distribution Plan for Class A and Class C shares was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. - (e) Form of Amendment No. 4, to Registrant's Fourth Amended and Restated Master Distribution Plan for the Class A and Class C shares of AIM Large Cap Basic Value Fund was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. - (f) Form of Amendment No. 5 to Registrant's Fourth Amended and Restated Master Distribution Plan for Class A and Class C shares was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. (12) - Form of Shareholder Service Agreement to be used in connection with Registrant's Master Distribution Plan was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. (13) - Form of Bank Shareholder Service Agreement to be used in connection with Registrant's Master Distribution Plan was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. (14) - Form of Variable Group Annuity Contract Holder Service Agreement to be used in connection with Registrant's Master Distribution Plan was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. (15) - Form of Agency Pricing Agreement to be used in connection with Registrant's Master Distribution Plan was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. (16) - Forms of Service Agreement for Brokers for Bank Trust Departments and for Bank Trust Departments was filed electronically as an Exhibit to Post-Effective Amendment No. 60 on July 15, 1999, and is hereby incorporated by reference. n (1) - Multiple Class Plan (Rule 18f-3) was filed electronically as an Exhibit to Post-Effective Amendment No. 46 on June 6, 1995. (2) - (a) Amended Multiple Class Plan (Rule 18f-3), as amended December 4, 1995, was filed electronically as an Exhibit to Post-Effective Amendment No. 47 on December 29, 1995. - (b) Amendment No. 1, dated June 11, 1996, to the Multiple Class Plan (Rule 18f-3), dated December 4, 1995 was filed electronically as an Exhibit to Post-Effective Amendment No. 50 on July 24, 1996. (3) - Multiple Class Plan (Rule 18f-3) (effective September 27, 1996) was filed as an Exhibit to Post-Effective Amendment No. 51 on January 15, 1997. (4) - Amended and Restated Multiple Class Plan (Rule 18f-3) (effective July 1, 1997) was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997. (5) - Second Amended and Restated Multiple Class Plan (Rule 18f-3) (effective September 1, 1997) was filed electronically as an Exhibit to Post-Effective Amendment No. 53 on October 9, 1997, and is hereby incorporated by reference. C-13 44 Item 24. Persons Controlled by or Under Common Control With Registrant Provide a list or diagram of all persons directly or indirectly controlled by or under common control with the Registrant. For any person controlled by another person, disclose the percentage of voting securities owned by the immediately controlling person or other basis of that person's control. For each company, also provide the state or other sovereign power under the laws of which the company is organized. None. Item 25. Indemnification State the general effect of any contract, arrangement or statute under which any director, officer, underwriter or affiliated person of the Registrant is insured or indemnified against any liability incurred in their official capacity, other than insurance provided by any director, officer, affiliated person, or underwriter for their own protection. Under the terms of the Maryland General Corporation Law and the Registrant's Charter and By-Laws, the Registrant may indemnify any person who was or is a director, officer or employee of the Registrant to the maximum extent permitted by the Maryland General Corporation Law; provided, however, that any such indemnification (unless ordered by a court) shall be made by the Registrant only as authorized in the specific case upon a determination that indemnification of such person is proper in the circumstances. Such determination shall be made (I) by the Board of Directors, by a majority vote of a quorum which consists of directors who are neither "interested persons" of the Registrant as defined in Section 2(a)(19) of the 1940 Act, nor parties to the proceeding, or (ii) if the required quorum is not obtainable or, if a quorum of such directors so directs, by independent legal counsel in a written opinion. No indemnification will be provided by the Registrant to any director or officer of the Registrant for any liability to the Registrant or shareholders to which he would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of duty. Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the 1940 Act and is, therefore unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the 1940 Act and will be governed by the final adjudication of such issue. Insurance coverage is provided under a joint Mutual Fund & Investment Advisory Professional and Directors & Officers Liability Policy, issued by ICI Mutual Insurance Company, with a $35,000,000 limit of liability. C-14 45 Item 26. Business and Other Connections of Investment Advisor Describe any other business, profession, vocation or employment of a substantial nature that each investment advisor and each director, officer or partner of the advisor, is or has been, engaged within the last two fiscal years, for his or her own account or in the capacity of director, officer, employee, partner, or trustee. The only employment of a substantial nature of the Advisor's directors and officers is with the Advisor and its affiliated companies. Reference is also made to the caption "Fund Management--The Advisor" of the Prospectus which comprises Part A of the Registration Statement, and to the caption "Management" of the Statement of Additional Information which comprises Part B of the Registration Statement, and to Item 27(b) of this Part C. Item 27. Principal Underwriters (a) State the name of each investment company (other than the Registrant) for which each principal underwriter currently distributing the Registrant's securities also acts as a principal underwriter, depositor, or investment advisor. A I M Distributors, Inc., the Registrant's principal underwriter of its Retail Classes, also acts as a principal underwriter to the following investment companies: AIM Advisor Funds, Inc. AIM Funds Group AIM Growth Series AIM International Funds, Inc. AIM Investment Funds AIM Investment Securities Funds - Retail Classes AIM Series Trust AIM Special Opportunities Funds AIM Summit Fund, Inc. AIM Tax-Exempt Funds, Inc. AIM Variable Insurance Funds, Inc. GT Global Floating Rate Fund, Inc. d/b/a AIM Floating Rate Fund Fund Management Company, the Registrant's principal underwriter of its Institutional Classes, also acts as a principal underwriter to the following investment companies: AIM Investment Securities Funds - Institutional Class Short-Term Investments Co. Short-Term Investments Trust Tax-Free Investments Co. (b) Provide the information required by the following tables for each director, officer or partner of each principal underwriter named in response to Item 20: A I M Distributors, Inc.: C-15 46
Name and Principal Position and Offices with Positions and Offices Business Address* Underwriter with Registrant Charles T. Bauer Chairman of the Board of Directors Chairman of the Board of Directors Michael J. Cemo President & Director None Gary T. Crum Director Senior Vice President Robert H. Graham Senior Vice President & Director President & Director W. Gary Littlepage Senior Vice President & Director None James L. Salners Executive Vice President None John Caldwell Senior Vice President None Marilyn M. Miller Senior Vice President None Gene L. Needles Senior Vice President None Gordon J. Sprague Senior Vice President None Michael C. Vessels Senior Vice President None B.J. Thompson First Vice President None Ofelia M. Mayo Vice President, General Counsel Assistant Secretary & Assistant Secretary James R. Anderson Vice President None Dawn M. Hawley Vice President & Treasurer None Mary K. Coleman Vice President None Mary A. Corcoran Vice President None Melville B. Cox Vice President & Chief Compliance Vice President Officer Glenda A. Dayton Vice President None Sidney M. Dilgren Vice President None Tony D. Green Vice President None Charles H. McLaughlin Vice President None Ivy B. McLemore Vice President None Terri L. Ransdell Vice President None Carol F. Relihan Vice President Senior Vice President & Secretary Kamala C. Sachidanandan Vice President None Frank V. Serebrin Vice President None Christopher T. Simutis Vice President None Gary K. Wendler Vice President None Norman W. Woodson Vice President None Kathleen J. Pflueger Secretary Assistant Secretary Luke P. Beausoleil Assistant Vice President None Sheila R. Brown Assistant Vice President None Scott E. Burman Assistant Vice President None Tisha B. Christopher Assistant Vice President None Mary E. Gentempo Assistant Vice President None David E. Hessel Assistant Vice President, Controller None & Assistant Treasurer Simon R. Hoyle Assistant Vice President None Kathryn A. Jordan Assistant Vice President None Mary C. Mangham Assistant Vice President None Kim T. McAuliffe Assistant Vice President None David B. O'Neil Assistant Vice President None Rebecca Starling-Klatt Assistant Vice President None
- ------------------------------- * 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173 C-16 47 Nicholas D. White Assistant Vice President None Nancy L. Martin Assistant General Counsel & Assistant Secretary Assistant Secretary Samuel D. Sirko Assistant General Counsel & Assistant Secretary Assistant Secretary P. Michelle Grace Assistant Secretary Assistant Secretary Lisa A. Moss Assistant Secretary Assistant Secretary Stephen I. Winer Assistant Secretary Assistant Secretary
Fund Management Company: Name and Principal Position and Offices with Positions and Offices Business Address* Underwriter with Registrant Charles T. Bauer Chairman of the Board of Directors Chairman of the Board of Directors J. Abbott Sprague President & Director None Robert H. Graham Senior Vice President & Director President & Director Mark D. Santero Senior Vice President None William J. Wendel Senior Vice President None Dawn M. Hawley Vice President & Treasurer None Carol F. Relihan Vice President, General Senior Vice President & Counsel & Director Secretary James R. Anderson Vice President None Lisa A. Moss Vice President, Assistant General Assistant Secretary Counsel & Assistant Secretary Melville B. Cox Vice President & Chief Compliance Vice President Officer Stephen I. Winer Vice President, Assistant Assistant Secretary General Counsel & Assistant Secretary Kathleen J. Pflueger Secretary Assistant Secretary David E. Hessel Assistant Vice President, Controller None & Assistant Treasurer Jeffrey L. Horne Assistant Vice President None Dana R. Sutton Assistant Vice President & Vice President & Assistant Treasurer Treasurer Robert W. Morris, Jr. Assistant Vice President None Ann M. Srubar Assistant Vice President None Rebecca Starling-Klatt Assistant Vice President None Nicholas D. White Assistant Vice President None Nancy L. Martin Assistant General Counsel & Assistant Secretary Assistant Secretary Ofelia M. Mayo Assistant General Counsel & Assistant Secretary Assistant Secretary Samuel D. Sirko Assistant General Counsel & Assistant Secretary Assistant Secretary P. Michelle Grace Assistant Secretary Assistant Secretary
- ------------------------------- * 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173 C-17 48 (c) Provide the information required by the following table for all commissions and other compensation received, directly or indirectly, from the Registrant during the last fiscal year by each principal underwriter who is not an affiliated person of the Registrant or any affiliated person of an affiliated person: None. Item 28. Location of Accounts and Records State the name and address of each person maintaining physical possession of each account, book, or other document required to be maintained by section 31(a) [15 U.S.C. 80a-30(a)] and the rules under that section. A I M Advisors, Inc., 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173, will maintain physical possession of each such account, book or other document of the Registrant at its principal executive offices, except for those maintained by the Registrant's Custodian, State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts 02110, and the Registrant's Transfer Agent and Dividend Paying Agent, A I M Fund Services, Inc., P. O. Box 4739, Houston, Texas 77210-4739. Item 29. Management Services Provide a summary of the substantive provisions of any management-related service contract not discussed in Part A or B, disclosing the parties to the contract and the total amount paid and by whom for the Registrant's last three fiscal years. None. Item 30. Undertakings In initial registration statements filed under the Securities Act, provide an undertaking to file an amendment to the registration statement with certified financial statements showing the initial capital received before accepting subscriptions from more than 25 persons if the Registrant intends to raise its initial capital under section 14(a)(3) [15 U.S.C. 80a-14(a)(3)]. Not applicable. C-18 49 SIGNATURES Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant has duly caused this Amendment to its Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Houston, Texas on the 30th day of September, 1999. REGISTRANT: AIM EQUITY FUNDS, INC. By: /s/ ROBERT H. GRAHAM ---------------------------- Robert H. Graham, President Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated:
SIGNATURES TITLE DATE ---------- ----- ---- /s/ CHARLES T. BAUER ------------------------------ Chairman & Director September 30, 1999 (Charles T. Bauer) /s/ ROBERT H. GRAHAM ------------------------------ Director & President September 30, 1999 (Robert H. Graham) (Principal Executive Officer) /s/ BRUCE L. CROCKETT ------------------------------ Director September 30, 1999 (Bruce L. Crockett) /s/ OWEN DALY II ------------------------------ Director September 30, 1999 (Owen Daly II) /s/ EDWARD K. DUNN, JR. ------------------------------ Director September 30, 1999 (Edward K. Dunn, Jr.) /s/ JACK FIELDS ------------------------------ Director September 30, 1999 (Jack Fields) /s/ CARL FRISCHLING ------------------------------ Director September 30, 1999 (Carl Frischling) /s/ PREMA MATHAI-DAVIS ------------------------------ Director September 30, 1999 (Prema Mathai-Davis) /s/ LEWIS F. PENNOCK ------------------------------ Director September 30, 1999 (Lewis F. Pennock) /s/ LOUIS S. SKLAR ------------------------------ Director September 30, 1999 (Louis S. Sklar) /s/ DANA R. SUTTON Vice President & September 30, 1999 ------------------------------ Treasurer (Principal Financial (Dana R. Sutton) and Accounting Officer)
50 INDEX TO EXHIBITS AIM EQUITY FUNDS, INC.
Exhibit Number Description j(2) Consent of KPMG LLP
EX-99.J2 2 CONSENT OF KPMG LLP 1 EXHIBIT j(2) INDEPENDENT AUDITORS' CONSENT ----------------------------- The Board of Directors and Shareholders AIM Equity Funds, Inc.: We consent to the reference to our firm under the heading "Financial Highlights" in the AIM Constallation Fund Class A, B and C share Prospectus and the AIM Charter Fund, AIM Constellation Fund and AIM Weingarten Fund Institutional Class Prospectus. /s/ KPMG LLP KPMG LLP Houston, Texas September 29, 1999 -----END PRIVACY-ENHANCED MESSAGE-----